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 September 30, 2002

[  ]     Transition report under Section 13 or 15(d) of the Exchange Act

              For the transition period from ________ to _________

                         Commission File Number 0-027073

                                  INVESTCO, INC
        (Exact name of small business issuer as specified in its charter)

             Nevada                                 87-0381511
---------------------------------              -------------------
 (State or other jurisdiction                    (IRS Employer
of incorporation or organization)              Identification No.)

                                9444 Old Katy Rd
                              Houston, Texas 77055
                    (Address of principal executive offices)

         Issuer's telephone number, including area code: (713) 722-9988
                                                         --------------

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 [ ] No [ X ]

State the number of shares outstanding of each of the Issuer's classes of common
equity, as of the latest practical date: At March 31, 2004 there were
outstanding 3,034,400 shares of Common Stock, $.001 par value per share.

Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]




<PAGE>

                                TABLE OF CONTENTS

                                                                          PAGE
                                     PART I

Item 1.   Financial Statements:

          Balance Sheet as of September 30, 2002 (Unaudited)...............1

          Statements of Operations for the Three and Nine
               Months ended September 30, 2002 and 2001 (Unaudited)........2

          Statements of Cash Flows for the Nine Months ended
               September 30, 2002 and 2001 (Unaudited).....................3

          Notes to Financial Statements...................................4-8

Item 2.   Management's Discussion and Analysis or Plan of Operation.......9-12

Item 3.   Controls and Procedures.........................................12

                                     PART II

Item 1.   Legal Proceedings..............................................12-13

Item 2.   Changes in Securities..........................................13-14

Item 3.   Defaults 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

Certification


<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS:


                                 Investco, Inc.
                                  Balance Sheet
                               September 30, 2002
                                  (Unaudited)

                                     ASSETS


Current assets:
   Cash                                                  $       517
   Due from related parties                                   43,697
                                                         ------------
    Total current assets                                      44,214
                                                         ------------

   Total assets                                         $     44,214
                                                         ============

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities:
   Bank overdraft                                        $    21,924
   Accounts payable                                        1,058,001
   Accrued expenses                                          791,366
   Dividends payable                                          94,145
   Stock issuance cost payable                               254,840
                                                         ------------
    Total current liabilities                              2,220,276
                                                         ------------


Stockholders' Deficit:
   Series A convertible redeemable preferred stock,
    $0.001 par value, 2,500,000 shares authorized and
    391,500  shares issued and outstanding                       392
   Series B convertible redeemable preferred stock,
    $0.001 par value, 1,700,000 shares authorized and
    872,100 shares issued and outstanding                        872
   Series D convertible redeemable preferred stock,
    $0.001 par value, 4,000,000 shares authorized and
    3,205,000 shares issued and outstanding                    3,205
   Series E convertible redeemable preferred stock,
    $0.001 par value, 500,000 shares authorized and
    162,500 shares issued and outstanding                        163
   Common stock, $.001 par value, 100,000,000 shares
    authorized, 3,034,400 shares issued and outstanding        3,034
   Additional paid-in capital                             11,752,687
   Deferred compensation                                    (492,112)
   Accumulated deficit                                   (13,444,303)
                                                         ------------
    Total stockholders' deficit                           (2,176,062)
                                                         ------------
    Total liabilities and stockholders' deficit          $    44,214
                                                         ============

            See accompanying notes to unaudited financial statements

                                       1

<PAGE>

                                    Investco
                            Statements of Operations
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                         For the nine months              For the three months
                                                         ended September 30,               ended September 30,
                                                  --------------------------------  -------------------------------
                                                        2002             2001          2002             2001
                                                  ------------------  ------------  ------------  -----------------
<S>                                               <C>                 <C>          <C>            <C>
    Revenues                                      $            -      $      -     $       -      $           -

    Cost of Revenues                                           -             -             -                  -
                                                  ------------------  ------------  ------------  -----------------
    Gross profit                                               -             -             -                  -

    General and administrative                            2,758,134     2,591,152       305,838            626,283
                                                  ------------------  ------------  ------------  -----------------

    Loss from operations                                 (2,758,134)   (2,591,152)     (305,838)          (626,283)
                                                  ------------------  ------------  ------------  -----------------

    Interest income                                            -            4,028          -                  -

    Interest expense                                         (2,164)       (4,392)         -                (3,190)

    Other income                                               -            1,122          -                  -
                                                  -----------------   ------------  ------------  -----------------
    Loss from continuing operations                     (2,760,298)    (2,590,394)     (305,838)          (629,473)

    Discontinued operations:

    Income from discontinued operations                     12,356        102,628          -                18,060
                                                  -----------------   ------------  ------------  -----------------
    Total income from discontinued
     operations                                             12,356        102,628          -                18,060
                                                  -----------------   ------------  ------------  -----------------
    Net loss                                             (2,747,942)   (2,487,766)     (305,838)          (611,413)
    Less: Preferred stock dividend                          (20,498)      (66,916)       (6,908)            (7,032)
                                                  ------------------  ------------  ------------  -----------------
    Loss available to common stockholders         $      (2,768,440)  $(2,554,682)  $  (312,746)  $       (618,445)
                                                  ==================  ============  ============  =================
    Basic and diluted income (loss) per common
     share
    Continuing operations                         $           (1.36)  $     (5.27)  $     (0.14)  $          (0.33)
    Discontinued operations                                    0.01          0.20           -                 0.01
                                                  ------------------  ------------  ------------  -----------------
    Net loss per common share                     $           (1.35)  $     (5.07)  $     (0.14)  $          (0.32)
                                                  ==================  ============  ============  =================

    Weighted average number of shares outstanding         2,039,332       503,677     2,278,236          1,914,169
                                                  ==================  ============  ============  =================

</TABLE>

            See accompanying notes to unaudited financial statements

                                       2

<PAGE>


                                 Investco, Inc.
                             Statement of Cash Flow
                                   (Unaudited)

                                                     For the nine months ended
                                                           September 30,
                                                      --------------------------
                                                          2002          2001
                                                      ------------- ------------
Cash flows from operating activities:

Loss from continuing operations                       $ (2,760,298) $(2,590,394)
 Adjustments to reconcile net loss from continuing
  operations to net cash used in operating activities:
   Depreciation and amortization                              -         247,040
   Issuance of common and preferred stock for services     421,888      585,500
   Issuance of common stock for compensation             2,000,000         -
   Issuance of preferred stock for rescinded
    acquisition                                             96,000         -
   Changes in operating assets and liabilities:
(Increase) decrease in:
    Accounts receivable                                        795      495,950
    Prepaid expenses                                         3,750     (127,744)
    Security deposits                                        7,819       11,169
 Increase (decrease) in:
    Accounts payable                                         3,270      (67,564)
    Deferred revenue                                          -         (69,590)
    Customer deposits                                         -           8,584
    Accrued expenses                                        65,595      342,593
                                                      ------------- ------------
 Cash used in continuing operating activities             (161,181)  (1,164,456)
                                                      ------------- ------------
Adjustments to reconcile income from
 discontinued operations to net cash provided
 by (used in) discontinued activities:
Income from discontinued operations                         12,356      102,628
                                                      ------------- ------------
    Cash provided by discontinued operating
     activities                                             12,356      102,628
                                                      ------------- ------------
    Cash used in operating activities                     (148,825)  (1,061,828)
                                                      ------------- ------------
Cash flows from investing activities:
 Proceed from sale of property and equipment                12,250         -
 Purchase of property and equipment                           -         (83,831)
                                                      ------------- ------------
    Cash used in investing activities                       12,250      (83,831)
                                                      ------------- ------------
Cash flows from financing activities:
 Bank overdaft                                                -          21,337
 Proceeds from issuance of preferred stock                 180,000      314,999
 Proceeds from capital lease                                  -         207,816
 Due to related parties                                    (43,697)        -
 Repayment of long-term debt                                  -         (17,833)
                                                      ------------- ------------
    Cash provided by financing activities                  136,303      526,319
                                                      ------------- ------------
    Net decrease in cash                                      (272)    (619,340)

    Cash and cash equivalents at beginning of year             789      619,340
                                                      ------------- ------------
    Cash and cash equivalents at end of period        $        517  $      -
                                                      ============= ============

Supplemental disclosure of cash flow information:

NON-CASH INVESTING AND FINANCING ACTIVITIES:

    Accrual of dividends payable                      $     20,498  $    66,916
                                                      ============= ============
    Notes payable converted to accounts payable       $    202,894  $      -
                                                      ============= ============
    Preferred stock issued in acquisition             $     96,000  $      -
                                                      ============= ============


            See accompanying notes to unaudited financial statements

                                       3

<PAGE>

                             INVESTCO SYSTEMS, INC.

                Notes to Unaudited Condensed Financial Statements

NOTE 1 - BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements have been prepared in
accordance with generally accepted accounting principles for interim financial
information and Article 310 of Regulation S-B. Accordingly, they do not include
all of the information and footnotes required for complete financial statements.
In the opinion of management, all adjustments necessary for a fair presentation
of the results for the interim periods presented have been included. Such
adjustments consist of normal recurring accruals and other adjustments.

These results have been determined on the basis of generally accepted accounting
principles and practices applied consistently with those used in the preparation
of the Company's Annual Financial Statements for the year ended December 31,
2001 on Form 10-KSB. Operating results for the nine months ended September 30,
2002, are not necessarily indicative of the results that may be expected for the
year ending December 31, 2002.

Investco has historically incurred significant losses and has substantial
negative cash flow from operations. Investco's auditors have included a
paragraph in their audit report in the Company's annual financial statements for
the year ended December 31, 2001, which expresses concern about Investco's
ability to continue as a going concern unless it can secure additional
financing.

It is recommended that the accompanying financial statements be read in
conjunction with the financial statements and notes thereto included elsewhere
in this filing.

NOTE 2 - STOCKHOLDERS' EQUITY

In January 2002, Investco issued 500,000 shares of common stock to Joe Lents in
connection with consulting and administrative services and serving as interim
CEO to Investco. The shares were valued at $2,000,000, the fair market value at
the date of issuance. Mr. Lents resigned as CEO on July 1, 2002.

In January 2002, Investco sold to two investors 100,000 shares of Series E
Convertible preferred shares at $0.50 per share for $50,000. Holders have the
right to convert the Series E preferred stock, in whole or in part, at any time,
or from time to time, into the common stock, par value $.001, of the Company.
The initial conversion rate shall be on a one-to-one basis, and shall be subject
to proportional stock splits, stock dividends, and reverse stock splits. The
shares of Series E preferred stock shall be subject to redemption, in whole or
in part, at any time and from time to time, at the option of the Company, at the
stated Preference Value per share.


                                       4

<PAGE>

In February 2002, Investco began a Series D convertible preferred stock
offering, and as a result of the offering, Investco issued to an investor 20,000
shares for $20,000. Holders have the right to convert the Series D preferred
stock into the common stock, par value $.001, of Investco at such time as
Investco amends its Certificate of Incorporation to increase its authorized
capitalization. The initial conversion rate shall be on a one-to-one basis, and
shall be subject to proportional stock splits, stock dividends, and reverse
stock splits. The shares of Series D preferred stock shall be subject to
redemption, in whole or in part, at any time and from time to time, at the
option of the Company, at the stated Preference Value per share.

In February 2002 Investco issued 200,000 shares of common stock in connection
with consulting services provided to Investco. The shares were valued at
$600,000, the fair market value at the date of issuance.

From April 2002 to August 2002, Investco sold to five investors 2,305,000 shares
of Series D convertible preferred stock for $110,000.

On July 1 2002, Investco entered into an Asset Purchase Agreement with Horizon
Telephone Systems, Inc relating to the purchase of the assets of its Houston,
Texas sales branch office. In consideration for the purchase of the assets,
Investco issued 600,000 shares of Series D Convertible Preferred Stock. The
shares were valued at $96,000 the fair market value at the date of issuance. In
October 2003 the Asset Purchase Agreement was rescinded. Horizon retained the
600,000 shares of Series D Convertible Preferred Stock.

On July 1, 2002, Arnold Salinas became President and CEO and received in
connection with his employment 1,000,000 shares of restricted common stock. The
shares were valued at $160,000, the fair market value at the date of issuance.

In August 2002 Investco issued 280,000 shares of Series D Convertible Preferred
Stock in connection with consulting services provided to Investco. The shares
were valued at $154,000 the fair market value at the date of issuance.

NOTE 3- RECLASSIFICATIONS

Certain amounts previously reported for 2001 have been reclassified to conform
to the classifications used in 2002. Such reclassifications had no effect on the
reported net loss.

NOTE 4 - GOING CONCERN

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. The Company has experienced
substantial losses from operations since its inception as well as negative cash
flows from operations. These matters raise substantial doubt about the Company's
ability to continue as a going concern. The Company's ability to continue in
existence as a going concern is dependent upon its ability to increase sales and
to obtain equity and/or debt financing. Management plans to pursue business
development and acquisitions in the telecommunications sector. The Company
intends to offer and sell an additional 500,000 shares of convertible preferred
stock by private placement.

                                       5

<PAGE>

NOTE 5-RECENT ACCOUNTING PRONOUNCEMENTS

In June 2002, the FASB issued SFAS No. 146, "Accounting for Costs Associated
with Exit or Disposal Activities." This statement addresses financial accounting
and reporting for costs associated with exit or disposal activities and
nullifies Emerging Issues Task Force ("EITF") Issue No. 94-3, "Liability
Recognition for Certain Employee Termination Benefits and Other Costs to Exit an
Activity (including Certain Costs Incurred in a Restructuring)." SFAS No. 146 is
effective for exit or disposal activities initiated after December 31, 2002. The
Company does not expect the application of the provisions of SFAS No. 146 to
have an impact on its financial position, results of operations or cash flows.

In December 2002, the FASB issued SFAS No. 148, "Accounting for Stock-Based
Compensation--Transition and Disclosure." This statement amends SFAS No. 123, to
provide alternative methods of transition for a voluntary change to the fair
value based method of accounting for stock-based employee compensation. In
addition, this statement amends the disclosure requirements of SFAS No. 123 to
require prominent disclosures in both annual and interim financial statements
about the method of accounting for stock-based employee compensation and the
effect of the method used on reported results. The Company does not expect the
application of the provisions of SFAS No. 146 to have an impact on its financial
position, results of operations or cash flows.

In November 2002, the FASB issued FASB Interpretation ("FIN") No. 45,
"Guarantor's Accounting and Disclosure Requirements for Guarantees, Including
Indirect Guarantees of Indebtedness of Others." FIN No. 45 requires the
recognition of a liability for certain guarantee obligations issued or modified
after December 31, 2002. FIN No. 45 also clarifies disclosure requirements to be
made by a guarantor of certain guarantees. The disclosure provisions of FIN No.
45 are effective for fiscal years ending after December 15, 2002. The Company
has adopted the disclosure provisions of FIN No. 45 as of February 28, 2003. The
Company does not expect the adoption of FIN No. 45 to have a material impact on
its financial position, results of operations or cash flows.

In January 2003, the FASB issued FIN No. 46, "Consolidation of Variable Interest
Entities, an Interpretation of ARB No. 51." FIN No. 46 requires certain variable
interest entities to be consolidated by the primary beneficiary of the entity if
the equity investors in the entity do not have the characteristics of a
controlling financial interest or do not have sufficient equity at risk for the
entity to finance its activities without additional subordinated financial
support from other parties. FIN No. 46 is effective for all new variable
interest entities created or acquired after January 31, 2003. For variable
interest entities created or acquired prior to February 1, 2003, the provisions
of FIN No. 46 must be applied for the first interim or annual period beginning
after June 15, 2003. The Company is currently analyzing the existing guidance
and reviewing any developments with regard to the proposed FASB Staff Positions
issued on the implementation of FIN No. 46 which are currently subject to public
comment. Therefore, the Company cannot determine whether there will be an impact
on its financial position, results of operations, or cash flows at this time.

                                       6

<PAGE>

In January 2003, the FASB issued EITF Issue No. 02-16, "Accounting by a Customer
(including a Reseller) for Certain Consideration Received from a Vendor." This
EITF addresses the accounting by a vendor for consideration (vendor allowances)
given to a customer, including a reseller of the vendor's products, and the
accounting by a reseller for cash consideration received from a vendor. It is
effective for certain arrangements entered into after November 21, 2002, and for
all new arrangements, including modifications to existing arrangements, entered
into after December 31, 2002. The Company adopted the provisions of the EITF in
the fourth quarter of fiscal 2003 and, as the Company's policies were already
consistent with those of EITF 02-16, the adoption of this standard did not have
a material impact on the Company's financial position, results of operations or
cash flows.

In April 2003, the FASB issued SFAS Statement No. 149, "Amendment of Statement
133 on Derivative Instruments and Hedging Activities," which amends and
clarifies financial accounting and reporting for derivative instruments,
including certain derivative instruments embedded in other contracts
(collectively referred to as derivatives) and for hedging activities under FASB
Statement No. 133, Accounting for Derivative instruments and Hedging Activities.
This Statement is effective for contracts entered into or modified after June
30, 2003, except for certain hedging relationships designated after June 30,
2003. Most provisions of this Statement should be applied prospectively. The
Company does not expect the adoption of SFAS No. 149 to have a material impact
on its financial statements.

In May 2003, the FASB issued SFAS Statement No. 150, "Accounting for Certain
Financial Instruments with Characteristics of both Liabilities and Equity." This
Statement establishes standards for how an issuer classifies and measures
certain financial instruments with characteristics of both liabilities and
equity. It requires that an issuer classify a financial instrument that is
within its scope as a liability (or an asset in some circumstances). This
statement is effective for financial instruments entered into or modified after
May 31, 2003, and otherwise is effective at the beginning of the first interim
period beginning after June 15, 2003, except for mandatory redeemable financial
instruments of nonpublic entities, if applicable. It is to be implemented by
reporting the cumulative effect of a change in an accounting principle for
financial instruments created before the issuance date of the Statement and
still existing at the beginning of the interim period of adoption. The Company
does not expect the adoption of SFAS No. 150 to have a material impact on its
financial statements.

In July 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No.'s 141, BUSINESS COMBINATIONS ("FAS 141") and
142, GOODWILL AND OTHER INTANGIBLE ASSETS ("FAS 142"). The provisions of FAS 141
eliminated the pooling-of-interests method of accounting for business
combinations consummated after June 30, 2001. The Company adopted FAS 141 on
July 1, 2001 and it did not have a significant impact on the Company's financial
position or results of operations. Under the provisions of FAS 142, goodwill and
indefinite lived intangible assets are no longer amortized, but are reviewed
annually for impairment. Separable intangible assets that are not deemed to have
an indefinite life will continue to be amortized over their useful lives. The
Company is required to adopt the new accounting rules beginning January 1, 2002.
Management is currently assessing the financial impact FAS 142 will have on the
consolidated financial statements, but it will not be material.

                                       7

<PAGE>

In August 2001, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 144, ACCOUNTING FOR THE IMPAIRMENT OR
DISPOSAL OF LONG-LIVED ASSETS ("FAS 144"), which addresses financial accounting
and reporting for the impairment or disposal of long-lived assets and supersedes
SFAS No. 121, ACCOUNTING FOR THE IMPAIRMENT OF LONG-LIVED ASSETS AND FOR
LONG-LIVED ASSETS TO BE DISPOSED OF, and the accounting and reporting provisions
of APB Opinion No. 30, REPORTING THE RESULTS OF OPERATIONS - REPORTING THE
EFFECTS OF DISPOSAL OF A SEGMENT OF A BUSINESS , AND EXTRAORDINARY, UNUSUAL AND
INFREQUENTLY OCCURRING EVENTS AND TRANSACTIONS ("APB 30"). The Company is
required to adopt the new accounting rules beginning January 1, 2002. Management
is currently assessing the financial impact FAS 144 will have on the
consolidated financial statements, but does not believe it will be material.
















                                       8

<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

         You should read the following discussion and analysis in conjunction
with the financial statements and the notes included elsewhere in this report.

OVERVIEW

         Investco was an information technology, data and voice service
provider. Its products and services included computer hardware, computer
networks, speech recognition products and services, and voice-activated products
and services. Investco discontinued its speech recognition products and services
business and plans to pursue business development and acquisitions in the
telecommunications sector.

         Investco will require additional funding to pay its current operating
expenses. The Company intends to offer and sell an additional 500,000 shares of
convertible preferred stock by private placement to pay for these expenses.
There can be no assurances, however, that Investco will be able to complete any
offerings.

         Investco was incorporated in Florida in March 1990. In April 1999, it
completed a share exchange with Custom Touch Electronics, Inc., a Nevada
corporation with no material operations whose common stock traded on the OTC
Bulletin Board. Pursuant to the share exchange, all of the outstanding shares of
Investco capital stock were exchanged for 105,315 Custom Touch shares.
Thereafter, Custom Touch changed its name to Investco, Inc.

CRITICAL ACCOUNTING POLICIES

A summary of significant accounting policies is included in Note 3 to the
audited financial statements included in our Annual Report on Form 10-KSB for
the year ended December 31, 2001. The Company believes that the application of
these policies on a consistent basis enables Investco to provide useful and
reliable financial information about its operating results and financial
condition.

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 may differ from those estimates.

Investco accounts for stock based compensation utilizing Statement of Financial
Accounting Standards No. 123, "Accounting for Stock-Based Compensation" ("SFAS
123"), which encourages, but does not require, companies to record compensation
cost for stock-based employee compensation plans at fair value. The Company has
chosen to account for stock-based compensation using the intrinsic value method
prescribed in Accounting Principles Board Opinion No. 25, "Accounting for Stock
Issued to Employees", and related interpretations. Accordingly, compensation
cost for stock options is measured as the excess, if any, of the estimated fair
market value of our stock at the date of the grant over the amount an employee
must pay to acquire the stock. The company has adopted the "disclosure only"
alternative described in SFAS 123 and SFAS 148 (See New Accounting
Pronouncements), which require pro forma disclosures of net income and earnings
per share as if the fair value method of accounting had been applied.

                                       9

<PAGE>

RESULTS OF CONTINUING OPERATIONS

NINE MONTHS ENDED SEPTEMBER 30, 2002 COMPARED TO NINE MONTHS ENDED SEPTEMBER 30,
2001

          SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses for the nine months ended September 30, 2002 were
$2,758,134 compared to $2,591,152 for the nine months ended September 30, 2001,
an increase of $166,982 or 6%. Of the dollar increase, $924,867 represented
increased salaries and commission costs primarily due to the compensation
awarded the CEO; $126,000 represented increased merger and acquisition expenses;
$247,039 reflects a decrease in depreciation and amortization due to the
disposal of equipment in connection with the closing of the New York and Florida
data centers; The closing of the data centers also resulted in a decrease of
$171,272 in telephone expenses; $124,534 represented decreased insurance
expenses primarily due to the reduction of the number of employees; $89,410
represented decreased professional expenses; $97,920 represented decreased rent
expense in connection with the move to smaller office space and $50,370
represented a decrease in SEC expenses. The remaining increase was attributable
to other additional selling, general and administrative expenses.

          INTEREST EXPENSE. Net interest expense increased by $1,800 to $2,164
for the nine months ended September 30, 2002 as compared to net interest expense
of $364 for the nine months ended September 30, 2001.

          NET LOSS. As a result of the foregoing, Investco reported a net loss
from continuing operations of $2,760,298 for the nine months ended September 30,
2002, compared to a net loss from continuing operations of $2,590,394 for the
nine months ended September 30, 2001, an increase of $169,904. As described more
fully below under the caption "Liquidity and Capital Resources. Management is
actively seeking additional funding.

THREE MONTHS ENDED SEPTEMBER 30, 2002 COMPARED TO THREE MONTHS ENDED SEPTEMBER
30, 2001

          SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses for the three months ended September 30, 2002 were
$305,838, compared to $626,283 for the three months ended September 30, 2001, a
decrease of $320,445 or 51%. Of the dollar decrease, $102,245 represented
decreased salaries and commission costs; $185,133 represented decreased
consulting services related to corporate development, advice regarding possible
reorganization and financial planning, introductions to strategic partners,
strategic investors, merger and joint venture opportunities; $78,295 reflects a
decrease in depreciation and amortization due to the disposal of equipment in
connection with the closing of the New York and Florida data centers; $126,000
represented increased merger and acquisition costs and the remaining decrease
was attributable to other additional selling, general and administrative
expenses.

          INTEREST EXPENSE. Interest expense decreased by $3,190 to $0 for the
three months ended September 30, 2002 as compared to interest expense of $3,190
for the three months ended September 30, 2001

          NET LOSS. As a result of the foregoing, Investco reported a net loss
from continuing operations of $305,838 for the three months ended September 30,
2002, compared to a net loss from continuing operations of $629,473 for the
three months ended September 30, 2001, a decrease of $323,635. As described more
fully below under the caption "Liquidity and Capital Resources. Management is
actively seeking additional funding.

                                       10

<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

        Investco has historically incurred significant losses and has
substantial negative cash flow from operations. Investco has included a footnote
in its annual financial statements for the twelve months ended December 31,
2001, which expresses concern about Investco's ability to continue as a going
concern unless it can secure additional financing. Investco will require
additional funding to cover current operations. Investco is actively seeking
additional equity financing. The Company intends to offer and sell an additional
500,000 shares of convertible preferred stock by private placement to pay for
these expenses. There can be no assurances that any additional funding will be
available.

         At September 30, 2002, Investco's current assets totaled $44,214 and
current liabilities totaled $2,220,276 resulting in a negative working capital
ratio. Investco had $517 cash on hand at September 30, 2002 as compared to $789
on December 31, 2001. Operating activities for the nine months ended September
30, 2002 used cash of $161,181 primarily due to the net loss of $2,760,298. Net
cash provided by investing activities was $12,250, reflecting the sale of fixed
assets. Financing activities provided cash in the amount of $136,303 primarily
from investors.

Investco will require additional funding. Management is actively seeking to
raise additional investment capital and intends to offer and sell an additional
500,000 shares of convertible preferred stock by private placement. Investco has
no material commitments for capital expenditures at the present time. Management
is in negotiations with potential investors. No assurance can be made that such
funding will be available and, if available, that such funding will be available
on terms acceptable to Investco.

FACTORS THAT MAY AFFECT FUTURE RESULTS

     Certain important factors may affect Investco's actual results and could
cause those results to differ materially from any forward-looking statements
made in this Annual Report on Form 10-KSB or that are otherwise made by Investco
or on its behalf. "Forward-looking statements" are not based on historical facts
and are typically phrased using words such as "may," "will," "expect,"
"believe," "anticipate," "intend," "could," "estimate" or "continue" and similar
expressions or variations.

      Differences in actual results may be caused by factors such as those
discussed below, as well as those discussed elsewhere in this report and in
Investco's filings with the SEC.

      Although Investco believes that the expectations reflected in the
forward-looking statements are reasonable, Investco cannot guarantee that they
will be achieved. Except as applicable law requires, Investco does not intend to
update any of the forward-looking statements to conform these statements to
actual results.

     Any or all forward-looking statements in this document and in any other
public statements made may turn out to be wrong. They can be affected by
inaccurate assumptions or by known or unknown risks and uncertainties. In
addition to general economic conditions, many factors mentioned in the
discussion below will be important in determining future results.

     Neither Investco nor its management undertake any obligation to publicly
update any forward-looking statements, whether as a result of new information,
future events or otherwise. The reader is advised, however, to consult any
further disclosures made on related subjects in Investco's future filings with
the SEC.

     For the nine months ended September 30, 2002, Investco reported net losses
from continuing operations of $2,760,298. As of September, 30, 2002, Investco
had an accumulated deficit of $13,444,303, and a stockholders` deficit of
$2,176,062. There can be no assurance that Investco will operate profitably in
the future and that Investco will not continue to sustain losses.

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<PAGE>

     Investco will need additional capital in order to continue its operations.
Investco will require additional funding. Management is actively seeking to
raise additional investment capital and intends to offer and sell an additional
500,000 shares of convertible preferred stock by private placement. .Investco
cannot be certain that any additional financing will be available to them when
needed and if available, whether it will be on favorable terms. In addition, if
Investco raises additional funds through the issuance of equity, the securities
may have rights, preferences or privileges senior to those of the rights of its
current shareholders and its shareholders may experience additional dilution.

ITEM 3.   CONTROLS AND PROCEDURES

The Chief Executive and Principal Accounting Officer is responsible for
establishing and maintaining disclosure controls and procedures for the Company.
Based upon such officers' evaluation of these controls and procedures as of a
date within 45 days of the filing of this Quarterly Report, and subject to the
limitations noted hereinafter, the Certifying Officer has concluded that the
disclosure controls and procedures are effective to ensure that information
required to be disclosed by Investco in this Quarterly Report is accumulated and
communicated to management to allow timely decisions regarding required
disclosures.

The Certifying Officer has also indicated that there were no significant changes
in the internal controls or other factors that could significantly affect such
controls subsequent to the date of his evaluation, and there were no corrective
actions with regard to significant deficiencies and material weaknesses.

Management, including the Certifying Officer, does not expect that the
disclosure controls or internal controls will prevent all error and fraud. A
control system, no matter how well conceived and operated, can provide only
reasonable, not absolute, assurance that the objectives of the control system
are met. In addition, the design of a control system must reflect the fact that
there are resource constraints, and the benefits of controls must be considered
relative to their costs. Because of the inherent limitations in all control
systems, no evaluation of controls can provide absolute assurance that all
control issues and instances of fraud, if any, within a company have been
detected. These inherent limitations include the realities that judgments in
decision-making can be faulty, and that breakdowns can occur because of simple
error or mistake. Additionally, controls can be circumvented by the individual
acts of some persons, by collusion of two or more people or by management
override of the control. The design of any systems of controls also is based in
part upon certain assumptions about the likelihood of future events, and their
can be no assurance that any design will succeed in achieving its stated goals
under all potential future conditions. Over time, control may become inadequate
because of changes in conditions, or the degree of compliance with the policies
or procedures may deteriorate. Because of these inherent limitations in a
cost-effective control system, misstatements due to error or fraud may occur and
not be detected.
                           PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS

There are certain legal proceedings and claims against the company in which
management is vigorously defending itself. Management has quantified and accrued
any potential liability.

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<PAGE>

On August 4, 2003, a Magistrate Judge for the U. S. District Court for the
Southern District of Florida at case number 02-80466-CIV-HURLEY/LYNCH entered a
report to the Court to recommend that the Company be assessed civil penalties
for the issuance of false press releases on its behalf by Joseph L. Lents, the
former Chief Executive Officer of the Company. Until August 25, 2003, the same
attorney who represented Mr. Lents in the case also represented the Company. On
October 1, 2003, the Company retained independent counsel to enter his
appearance in the case to defend the Company from the assessment of civil
penalties.

On August 20, 2003, The Securities and Exchange Commission (the "SEC") at
Administrative Proceedings File No. 3-11228 Instituted a Public Proceeding and
Notice of Hearing pursuant to Section 12(j) of the Securities and Exchange Act
of 1934 for the failure of the Company to file: A. Annual reports on Form 10-K
for the years ended December 31, 2001 and December 31, 2002; B. Quarterly
reports on Form 10-Q for the quarters ended March 31, 2002; June 30, 2002;
September 30, 2002; and March 31, 2003; and, C. On April 1, 2003 the Nevada
Secretary of State revoked the Company's business charter for failure to file a
list of officers. The SEC will afford the Company the opportunity to answer and
attend a hearing to determine if the registration of all securities of the
Company should be suspended or revoked. The Company has retained counsel to
represent it in the proceedings, has filed its answer to admit the above
deficiencies, and to explain that the Company intends to file its periodic
reports and otherwise bring the Company in full compliance with all SEC and
State of Nevada requirements.

 On November 24, 2003, Robert G Mahony, Administrative Law Judge ordered that
the registration of all securities of Investco, Inc, is revoked. This Initial
Decision shall become effective in accordance with and subject to the provisions
of Rule 360 of the Commission's Rules of Practice, 17 C.F.R. ss. 201.360.
Pursuant to that rule, a petition for review of this Initial Decision may be
filed within twenty-one days after service of the Initial Decision. It shall
become the final decision of the Commission as to each party who has not filed a
petition for review pursuant to 17 C.F.R. ss. 201.360(d)(1) within twenty-one
days after service of the Initial Decision upon it, unless the Commission,
pursuant to Rule 360(b)(1) of the Commission's Rules of Practice, 17 C.F.R. ss.
201.360(b)(1), determines on its own initiative to review this Initial Decision
as to any party.

ITEM 2.   CHANGES IN SECURITIES

In January 2002, Investco issued 500,000 shares of common stock to Joe Lents in
connection with consulting and administrative services and serving as interim
CEO to Investco. The shares were valued at $2,000,000. Mr. Lents resigned as CEO
on July 1, 2002.

In January 2002, Investco sold to two investors 100,000 shares of Series E
Convertible preferred shares for $50,000. The shares were issued pursuant to an
exemption from registration under Section 4(2) of the Securities Act. To
Investco's knowledge, the investors were sophisticated in financial investments
and were familiar with Investco's business and operations. No offering document
was prepared, and no public solicitation or general advertising was done in
connection with these issuances. Investco did not pay any fees or commissions in
connection with these issuances.






                                       13

<PAGE>

From February 2002 to August 2002, Investco began a Series D convertible
preferred stock offering, and as a result of the offering, Investco issued to
six investor s 2,325,000 shares for $80,000. Holders have the right to convert
the Series D preferred stock into the common stock, par value $.001, of Investco
at such time as Investco amends its Certificate of Incorporation to increase its
authorized capitalization. The shares were issued pursuant to an exemption from
registration under Section 4(2) of the Securities Act. To Investco's knowledge,
the investors were sophisticated in financial investments and were familiar with
Investco's business and operations. No offering document was prepared, and no
public solicitation or general advertising was done in connection with these
issuances. Investco did not pay any fees or commissions in connection with these
issuances.

In February 2002 Investco issued 200,000 shares of common stock in connection
with consulting services provided to Investco. The shares were valued at
$600,000. The shares were issued pursuant to an exemption from registration
under Section 4(2) of the Securities Act. To Investco's knowledge, management of
the firm was sophisticated in financial investments and was familiar with
Investco's business and operations. No offering document was prepared, and no
public solicitation or general advertising was done in connection with this
issuance. Investco did not pay any fees or commissions in connection with this
issuance.

On July 1 2002, Investco entered into an Asset Purchase Agreement with Horizon
Telephone Systems, Inc relating to the purchase of the assets of its Houston,
Texas sales branch office. In consideration for the purchase of the assets,
Investco issued 600,000 shares of Series D Convertible Preferred Stock. In
October 2003 the Asset Purchase Agreement was rescinded. Horizon is to retain
the 600,000 shares of Series D Convertible Preferred Stock.

On July 1, 2002, Arnold Salinas became received in connection with his
employment 1,000,000 shares of restricted common stock. The shares were valued
at $96,000

In August 2002 2 Investco issued 280,000 shares of Series D Convertible
Preferred Stock in connection with consulting services provided to Investco. The
shares were valued at $154,000. The shares were issued pursuant to an exemption
from registration under Section 4(2) of the Securities Act. To Investco's
knowledge, management of the firm was sophisticated in financial investments and
was familiar with Investco's business and operations. No offering document was
prepared, and no public solicitation or general advertising was done in
connection with this issuance. Investco did not pay any fees or commissions in
connection with this issuance.

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES

          None.

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

          None.

ITEM 5.   OTHER INFORMATION

          None.


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ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K

         (a) Exhibits required by item 601 of Regulation S-B

         31.1    Certification by Chief Executive and Financial Officer Pursuant
                 to Section 302
         32.1    Certification by Chief Executive and financial Officer Pursuant
                 to Section 906


          (b) Reports on Form 8-K:

          Form 8-K was filed on July 22, 2002 with a report date of April
          4, 2002.















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                                   SIGNATURES

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

                                  INVESTCO,INC.

Dated:   April 20, 2004                     By: /s/ARNOLD SALINAS
                                                  -----------------------------
                                                  Chief Executive and Principal
                                                  Accounting Officer