<PAGE>   1
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 20549



                                   FORM 10-QSB

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

                    For quarterly period ended June 30, 1999

                                       OR

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

              For the transition period from _______ to __________


                             N.E.C. PROPERTIES, INC.
                 (Name of Small Business Issuer in its Charter)

                Nevada                                  88-0339817
    ------------------------------                  -------------------
   (State or other jurisdiction of                   (I.R.S. Employer
    incorporation or organization)                  Identification No.)


                       6767 W. Tropicana Avenue, Suite 207
                             Las Vegas, Nevada 89103
                    (Address of principal executive offices)

Registrant's telephone number:                                   (702) 248-1027


Former name, former address, and former fiscal
year end, if changed since last report:                          Not applicable

Indicate by checkmark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements in the past 90 days

        Yes [ X ]      No [   ]

Indicate the number of shares outstanding for each of the issuer's classes of
Common Stock as of the last practical date:

        Common Stock, Par Value $0.001 Per Share, 1,860,000 Shares Outstanding
        at June 30, 1999.

Transactional Small Business Disclosure Format

        Yes [   ]      No [ X ]

<PAGE>   2

                             N.E.C. PROPERTIES, INC.

                                TABLE OF CONTENTS



<TABLE>
<S>                                                                   <C>
PART I  FINANCIAL STATEMENTS

        Item 1      FINANCIAL STATEMENTS (Unaudited)

                    Balance Sheets ..............................      3

                    Statement of Operations .....................      5

                    Statement of Changes in
                    Stockholders' Equity ........................      6

                    Statement of Cash Flows .....................      7

                    Notes to Financial Statements ...............      8

        Item 2      Management Discussion and Analysis
                    of Financial Condition and Results
                    of Operations ...............................     13


PART II             OTHER INFORMATION ...........................     13

                    SIGNATURES ..................................     14
</TABLE>



                                       2.

<PAGE>   3
                             N.E.C. PROPERTIES, INC.
                          (A Development Stage Company)


                                  BALANCE SHEET


                                     ASSETS

<TABLE>
<CAPTION>
                                        6 Mos Ending      Year Ended
                                        June 30,1999     Dec.31,1998
                                        (Unaudited)       (Audited)
                                        ------------     -----------
<S>                                     <C>              <C>

CURRENT ASSETS                            $      0        $      0
                                          --------        --------

   TOTAL CURRENT ASSETS                   $      0        $      0
                                          --------        --------

OTHER ASSETS                              $      0        $      0
                                          --------        --------

   TOTAL OTHER ASSETS TOTAL ASSETS        $      0        $      0
                                          --------        --------

   TOTAL ASSETS                           $      0        $      0
                                          --------        --------
</TABLE>



                 See accompanying notes to financial statements



                                       3.
<PAGE>   4

                             N.E.C. PROPERTIES, INC.
                          (A Development Stage Company)


                                  BALANCE SHEET


                      LIABILITIES AND STOCKHOLDERS' EQUITY



<TABLE>
<CAPTION>
                                          6 Mos Ending     Year Ended
                                          June 30,1999     Dec.31,1998
                                           (Unaudited)      (Audited)
                                          ------------     -----------
<S>                                       <C>              <C>
CURRENT LIABILITIES

   Officers Advances (Note 6)               $ 13,460        $    360
                                            --------        --------

TOTAL CURRENT LIABILITIES                   $ 13,460        $    360
                                            --------        --------



STOCKHOLDERS EQUITY (Note 1)

Common stock, $.001 par value
authorized 25,000,000 shares
issued and outstanding at
December 31, 1998 - 1,860,000 shares                        $  1,860
June 30, 1999 - 1,860,000 shares            $  1,860

   Additional paid in Capital                      0               0

   Accumulated loss                          -15,320          -2,220

TOTAL STOCKHOLDERS' EQUITY                  $-13,460        $   -360
                                            --------        --------

TOTAL LIABILITIES AND
STOCKHOLDERS EQUITY                         $      0        $      0
                                            --------        --------
</TABLE>



                 See accompanying notes to financial statements



                                       4.
<PAGE>   5

                             N.E.C. PROPERTIES, INC.
                          (A Development Stage Company)


                             STATEMENT OF OPERATIONS
                                   (UNAUDITED)


<TABLE>
<CAPTION>
                                                                                                   June 16,1995
                           3 Mos Ended       3 Mos Ended       6 Mos. Ended      6 Mos. Ended       (Inception)
                             June 30,          June 30,          June 30,          June 30,         to June 30,
                               1999              1998              1999              1998              1999
                               ----              ----              ----              ----              ----
<S>                        <C>               <C>               <C>               <C>                <C>

REVENUE:                    $        0        $        0        $        0        $        0        $        0
                            ----------        ----------        ----------        ----------        ----------

EXPENSES:
  General, Selling
  and Administrative        $   12,000        $        0        $   13,100        $        0        $   15,320
                            ----------        ----------        ----------        ----------        ----------

  Total Expenses            $   12,000        $        0        $   13,100        $        0        $   15,320
                            ----------        ----------        ----------        ----------        ----------

Net Profit/Loss (-)         $  -12,000        $        0        $  -13,100        $        0        $  -15,320
                            ----------        ----------        ----------        ----------        ----------

Net Profit/Loss(-)
per weighted
share (Note 2)              $   -.0065        $      NIL        $   -.0070        $      NIL        $   -.0082
                            ----------        ----------        ----------        ----------        ----------


Weighted average
number of common
shares outstanding           1,860,000         1,860,000         1,860,000         1,860,000         1,860,000
                            ----------        ----------        ----------        ----------        ----------
</TABLE>



                 See accompanying notes to financial statements



                                       5.
<PAGE>   6

                             N.E.C. PROPERTIES, INC.
                          (A Development Stage Company)


                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY


<TABLE>
<CAPTION>
                                                              Additional        Accumu-
                             Common           Stock            paid-in           lated
                             Shares           Amount           Capital          Deficit
                            ---------        ---------        ---------        ---------
<S>                         <C>              <C>              <C>              <C>
Balance,
December 31, 1996              18,600        $   1,860        $       0        $  -1,860

Net Loss Year Ended
December 31, 1997                                                                   -250
                            ---------        ---------        ---------        ---------
Balance,
December 31, 1997              18,600        $   1,860        $       0        $  -2,110

November 19, 1998
Changed from no par
value to $.001                                  -1,841           +1,841

November 19, 1998
Forward Stock Split
100:1                       1,841,400           +1,841           -1,841

Net loss, Year Ended
December 31, 1998                                                                   -110
                            ---------        ---------        ---------        ---------
Balance,
December 31, 1998           1,860,000        $   1,860        $       0        $  -2,220

Net Loss
January 1, 1999, to
June 30, 1999                                                                    -13,100
                            ---------        ---------        ---------        ---------
Balance,
June 30, 1999               1,860,000        $   1,860        $       0        $ -15,320
                            ---------        ---------        ---------        ---------
</TABLE>



                 See accompanying notes to financial statements



                                       6.
<PAGE>   7

                             N.E.C. PROPERTIES, INC.
                          (A Development Stage Company)


                             STATEMENT OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                             June 16, 1995
                             3 Mos Ended     3 Mos Ended     6 Mos Ended     6 Mos Ended      (Inception)
                               June 30,        June 30,        June 30,        June 30,       to June 30,
                                 1999            1998            1999            1998            1999
                                 ----            ----            ----            ----            ----
<S>                          <C>             <C>             <C>             <C>             <C>
Cash Flow from
Operating Activities
Net Loss                       $-12,000        $      0        $-13,100        $      0        $-15,320
Adjustment to reconcile
net loss to net cash
provided by operating
activities                            0               0               0               0               0

Changes in Assets
and Liabilities
Increase in current
Liabilities
Officers Advances               +12,000               0         +13,100               0         +13,460
                               --------        --------        --------        --------        --------

Net cash used in
operating Activities           $      0        $      0        $      0        $      0         $-1,860

Cash Flows from
Investing Activities                  0               0               0               0               0

Cash Flows from
Financing Activities
Issuance of Common
Stock                                 0               0               0               0          +1,860
                               --------        --------        --------        --------        --------

Net increase
(decrease)
in cash                        $      0        $      0        $      0        $      0        $      0

Cash, beginning
of period                             0               0               0               0               0
                               --------        --------        --------        --------        --------

Cash, end of period            $      0        $      0        $      0        $      0        $      0
                               --------        --------        --------        --------        --------
</TABLE>



                 See accompanying notes to financial statements



                                       7.
<PAGE>   8

                             N.E.C. PROPERTIES, INC.
                          (A Development Stage Company)


                          NOTES TO FINANCIAL STATEMENTS

                      June 30, 1999, and December 31, 1998


NOTE 1 - HISTORY AND ORGANIZATION OF THE COMPANY

        The Company was organized June 16, 1995, under the laws of the State of
        Nevada as N.E.C. Properties, Inc. The Company currently has no
        operations and in accordance with SFAS #7, is considered a development
        company.


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        Accounting Method

               The Company records income and expenses on the accrual method.

        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 revenue and expenses during the reporting
               period. Actual results could differ from those estimates.

        Cash and equivalents

               The Company maintains a cash balance in a non-interest-bearing
               bank that currently does not exceed federally insured limits. For
               the purpose of the statements of cash flows, all highly liquid
               investments with the maturity of three months or less are
               considered to be cash equivalents. There are no cash equivalents
               as of June 30, 1999.



                                       8.
<PAGE>   9

                             N.E.C. PROPERTIES, INC.
                          (A Development Stage Company)


                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                      June 30, 1999, and December 31, 1998


         NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

        Income Taxes

               Income taxes are provided for using the liability method of
               accounting in accordance with Statement of Financial Accounting
               Standards No. 109 (SFAS #109) "Accounting for Income Taxes". A
               deferred tax asset or liability is recorded for all temporary
               difference between financial and tax reporting. Deferred tax
               expense (benefit) results from the net change during the year of
               deferred tax assets and liabilities.


        Loss Per Share

               Net loss per share is provided in accordance with Statement of
               Financial Accounting Standards No. 128 (SFAS #128) "Earnings Per
               Share". Basic loss per share is computed by dividing losses
               available to common stockholders by the weighted average number
               of common shares outstanding during the period. Diluted loss per
               share reflects per share amounts that would have resulted if
               dilative common stock equivalents had been converted to common
               stock. As of June 30, 1999, the Company had no dilative common
               stock equivalents such as stock options.


        Year End

               The Company has selected December 31st as its year-end.



                                       9.
<PAGE>   10

                             N.E.C. PROPERTIES, INC.
                          (A Development Stage Company)


                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                      June 30, 1999, and December 31, 1998


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

        Year 2000 Disclosure

               The year 2000 issue is the result of computer programs being
               written using two digits rather than four to define the
               applicable year. Computer programs that have time sensitive
               software may recognize a date using "00" as the year 1900 rather
               than the year 2000. This could result in a system failure or
               miscalculations causing disruption of normal business activities.
               Since the Company currently has no operating business and does
               not use any computers, and since it has no customers, suppliers
               or other constituents, there are no material Year 2000 concerns.


NOTE 3 - INCOME TAXES

        There is no provision for income taxes for the period ended June 30,
        1999, due to the net loss and no state income tax in Nevada, the state
        of the Company's domicile and operations. The Company's total deferred
        tax asset as of December 31, 1998, is as follows:

<TABLE>
<S>                                                   <C>
              Net operation loss carry forward        $2,220
              Valuation allowance                     $2,220

              Net deferred tax asset                  $    0
</TABLE>


        The federal net operating loss carry forward will expire in 2016 and
        2018.

        This carry forward may be limited upon the consummation of a business
        combination under IRC Section 381.



                                      10.
<PAGE>   11

                             N.E.C. PROPERTIES, INC.
                          (A Development Stage Company)


                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                      June 30, 1999, and December 31, 1998


NOTE 4 - STOCKHOLDERS' EQUITY

        Common Stock

        The authorized common stock of N.E.C. Properties, Inc. consists of
        25,000,000 shares with a par value of $0.001 per share.

        Preferred Stock

        N.E.C. Properties, Inc.  has no preferred stock.


        On June 30, 1995, the Company issued 18,600 shares of its no par value
        common stock in consideration of $1,860 in cash.

        On November 19, 1998, the State of Nevada approved the Company's
        restated Articles of Incorporation, which increased its capitalization
        from 25,000 common shares to 25,000,000 common shares. The no par value
        was changed to $0.001.

        On November 19, 1998, the Company forward split its common stock 100:1,
        thus increasing the number of outstanding common stock shares from
        18,600 shares to 1,860,000.

NOTE 5 - GOING CONCERN

        The Company's financial statements are prepared using generally accepted
        accounting principles applicable to a going concern which contemplates
        the realization of assets and liquidation of liabilities in the normal
        course of business. However, the Company does not have significant cash
        or other material assets, nor does it have an established source of
        revenues sufficient to cover its operating costs and to allow it to
        continue as a going concern. It is the intent of the Company to seek a
        merger with an existing, operating company. Until that time, the
        stockholders/officers and or directors have committed to advancing the
        operating costs of the Company interest free.



                                      11.
<PAGE>   12

                             N.E.C. PROPERTIES, INC.
                          (A Development Stage Company)


                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)

                      June 30, 1999, and December 31, 1998


NOTE 6 - RELATED PARTY TRANSACTIONS

        The Company neither owns nor leases any real or personal property. An
        officer of the corporation provides office services without charge. Such
        costs are immaterial to the financial statements and accordingly, have
        not been reflected therein. The officers and directors of the Company
        are involved in other business activities and may, in the future, become
        involved in other business opportunities. If a specific business
        opportunity becomes available, such persons may face a conflict in
        selecting between the Company and their other business interests. The
        Company has not formulated a policy for the resolution of such
        conflicts.


NOTE 7 - WARRANTS AND OPTIONS

        There are no warrants or options outstanding to acquire any additional
        shares of common stock.




                                      12.
<PAGE>   13

ITEM 2

Management's Discussion and Analysis of Financial Condition and
Results of Operation

The Company has not commenced business activities and has no assets or
operations. The Company is dependent upon its officers to meet any de minimis
costs which may occur.

Jeffery D. Andre, an officer and director of the Company, has agreed to provide
the necessary funds, without interest, for the Company to comply with the
Securities Exchange Act of 1934, as amended, provided that he is an officer and
director of the Company when the obligation is incurred. All advances are
interest-free.

In addition, since the Company has had no operating history nor any revenues or
earnings from operations, with no significant assets or financial resources, the
Company will in all likelihood sustain operating expenses without corresponding
revenues, at least until the consummation of a business combination. This may
result in the Company incurring a net operating loss which will increase
continuously until the Company can consummate a business combination with a
profitable business opportunity. There is assurance that the Company can
identify such a business opportunity and consummate such a business
combination.


                                     PART II

                                OTHER INFORMATION



<TABLE>
<S>                                                              <C>
Item 1  Legal Proceedings. . . . . . . . . . . . . . . . .       None

Item 2  Changes in the Rights of the Company's
        Security Holders . . . . . . . . . . . . . . . . .       None

Item 3  Defaults by the Company on its Senior
        Securities . . . . . . . . . . . . . . . . . . . .       None

Item 4  Results of Votes of Security Holders . . . . . . .       None

Item 5  Other Information. . . . . . . . . . . . . . . . .       None

Item 6  Exhibits and Reports on Form 8-K . . . . . . . . .       None
</TABLE>



                                       13.

<PAGE>   14

                                   SIGNATURES


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



                                             N.E.C. PROPERTIES, INC.


Date: July 22, 1999                          By: /S/ Vivian M. Krueger
                                                 -------------------------------
                                                 Vivian M. Krueger
                                                 President




                                       14.