U.S. SECURITIES AND EXCHANGE COMMISSION
                    WASHINGTON, D.C.  20549

                          Form 10-QSB


                     Quarterly Report Under
               the Securities Exchange Act of 1934

                For Quarter Ended: March 31, 1999

                 Commission File Number:  0-25329

                      N.T. PROPERTIES, INC.
(Exact name of small business issuer as specified in its charter)

                             Nevada
  (State or other jurisdiction of incorporation or organization)

                            33-0838073
                 (IRS Employer Identification No.)

                       6 Venture, Suite 207
                        Irvine, California
              (Address of principal executive offices)

                               92618
                             (Zip Code)

                           (949) 453-9262
                     (Issuer's Telephone Number)


         (Former name, former address and former fiscal year,
                      if changed last report)

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

The number of shares of the  registrant's  only class of common stock issued and
outstanding, as of March 31, 1999, was 500,000 shares.




<PAGE>



                             PART I

ITEM 1.   FINANCIAL STATEMENTS.

          The unaudited  financial  statements  for the three month period ended
March 31, 1999, are attached hereto.

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          FINANCIAL CONDITION AND RESULTS OF OPERATIONS

          The  following  discussion  should  be read in  conjunction  with  the
Financial Statements and notes thereto included herein.

          The Company generated no revenues during the three month period ending
March 31, 1999.  Management  anticipates  that the Company will not generate any
significant  revenues until the Company  accomplishes its business  objective of
merging with a nonaffiliated entity or acquiring assets from the same.

          The Company's securities are currently not liquid. There are no market
makers in the Company's  securities  and it is not  anticipated  that any market
will  develop  in the  Company's  securities  until  such  time  as the  Company
successfully implements its business plans.

          Because the Company is not  required to pay rent or salaries to any of
its officers or directors,  Management  believes that the Company has sufficient
funds to continue operations through the foreseeable future.

Forward Looking Statements

          This report contains  certain  forward-looking  statements  within the
meaning of Section  27A of the  Securities  Act of 1933 and  Section  21E of the
Securities  Exchange Act of 1934, as amended (the "Exchange Act") concerning the
Company's operations, economic performance and financial conditions,  including,
in  particular,  the  likelihood  of the  Company's  ability to acquire  another
existing  business  or  assets.  These  statements  are  based  upon a number of
assumptions   and  estimates   which  are  inherently   subject  to  significant
uncertainties  and  contingencies,  many of which are beyond the  control of the
Company and reflect future business decisions which are subject to change.  Some
of these assumptions  inevitably will not materialize and  unanticipated  events
will occur which will affect the Company's results. Consequently, actual results
will  vary  from  the  statements  contained  herein  and such  variance  may be
material.  Prospective  investors  should  not  place  undue  reliance  on  this
information.

Year 2000 Disclosure

          Many existing computer programs use only two digits to identify a year
in  the  year  field.   These  programs  were  designed  and  developed  without
considering the impact of the upcoming


<PAGE>



change in the century. If not corrected,  many computer  applications could fail
or create erroneous results by or at the Year 2000. As a result,  many companies
will be required  to  undertake  major  projects to address the Year 2000 issue.
Because the Company has nominal assets,  including no personal  property such as
computers, it is not anticipated that the Company will incur any negative impact
as a result of this potential problem.  However,  it is possible that this issue
may have an impact on the Company after the Company  successfully  consummates a
merger or acquisition. Management intends to address this potential problem with
any prospective merger or acquisition candidate. There can be no assurances that
new  management  of the  Company  will be able to avoid a problem in this regard
after a merger or acquisition is so consummated.

               PART II.  OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS - NONE

ITEM 2.   CHANGES IN SECURITIES - NONE

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES - NONE

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

          NONE

ITEM 5.   OTHER INFORMATION - NONE

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K -

          (a)   Exhibits

                EX-27  Financial Data Schedule

          (b)   Reports on Form 8-K - NONE




<PAGE>

<TABLE>


                      N.T. PROPERTIES, INC.
                 (A Development Stage Company)

                     (A Nevada corporation)

                          BALANCE SHEET


<CAPTION>
                                     Unaudited        Audited
                                      March 31,     December 31,
                                        1999            1998
                                   -------------   --------------
<S>                                <C>             <C>           
ASSETS:

     Current Assets                $           0   $            0

     Organization Costs                      500              500
                                   -------------   --------------
     Total Assets                  $         500   $          500
                                   =============   ==============

LIABILITIES

     Current Liabilities
          Accounts Payable         $       1,600   $        1,600
                                   -------------   --------------
     Total Current Liabilities             1,600            1,600
                                   -------------   --------------
     Total Liabilities             $       1,600   $        1,600

STOCKHOLDERS' EQUITY
     Common Stock - Par Value 
     $.001 per share; 
     15,000,000 Shares Authorized
     500,000 Shares Issued and
     Outstanding                             500              500

     Additional Paid-In Capital                0                0

     Retained Deficit, accumulated
       in the development stage           (1,600)          (1,600)
                                   -------------   --------------
     Total Stockholders' Equity           (1,100)          (1,100)

     Total Liabilities and
       Stockholders' Equity        $         500   $          500
                                   =============   ==============

</TABLE>


<PAGE>

<TABLE>


                      N.T. PROPERTIES, INC.
                 (A Development Stage Company)

                     (A Nevada corporation)

               STATEMENT OF REVENUES AND EXPENSES

                              For the      For the      Period
                               Three        Three       9/21/82
                               Months       Months    (Inception)
                               Ended        Ended          to
                              3/31/99      3/31/98      3/31/99
                              --------     --------     --------
<S>                           <C>          <C>          <C>     
REVENUE:

     Revenue                  $      0     $      0     $      0

EXPENSES:

     Taxes and Licenses            100          100        1,600
                              --------     --------     --------
     Total Expenses                100          100        1,600

Net Income/(Loss)             $   (100)     $  (100)    $ (1,600)
                              ========     ========     ========

Net loss per share            $    .20     $    .20     $   3.20
                              ========     ========     ========


</TABLE>


<PAGE>


<TABLE>

                          N.T. PROPERTIES, INC.
                      (a Development Stage Company)

                         (A Nevada corporation)


                         STATEMENT OF CASH FLOWS

                                                                       Period
                                          For the       For the       9/21/82
                                        Three Months  Three Months  (Inception)
                                           Ended         Ended           to
                                          3/31/99       3/31/98       3/31/99
                                          --------      --------      -------
<S>                                       <C>           <C>           <C>    
CASH FLOWS FROM OPERATING ACTIVITIES

  Cash Received from Operating Activities $      0      $      0      $     0
  Cash Paid for Operating Activities             0             0            0
                                          --------      --------      -------
Net Cash Used By Operating Activities            0             0            0

CASH FLOWS FROM INVESTING ACTIVITIES

Net Cash Used in Investing Activities            0             0         (500)

CASH FLOWS FROM FINANCING ACTIVITIES

Net Cash From Financing Activities               0             0          500
                                          --------      --------      -------
Net Decrease in Cash and Cash Equivalents        0             0            0

Cash and Cash Equivalents at
  Beginning of Period                            0             0            0
                                          --------      --------      -------
Cash and Cash Equivalents at
  End of Period                           $      0      $      0      $     0
                                          ========      ========      =======


Reconciliation of Net Profit to Net Cash
Provided by Operating Activities:

   Net Income/(Loss)                      $   (100)     $   (100)     $(1,600)

   Adjustments to Reconcile Net Income
   to Net Provided by Operating Activities:
   Amortization and Depreciation Expense
   Increase in Accounts Payable                100           100       (1,600)

          Total Adjustments                    100           100        1,600
                                          --------      --------      -------
NET CASH PROVIDED BY
  OPERATING ACTIVITIES                    $      0      $      0      $     0
                                          ========      ========      =======


</TABLE>





<PAGE>











                       N.T. PROPERTIES, INC.

                  (A Development Stage Company)


             NOTES TO UNAUDITED FINANCIAL STATEMENTS



NOTE 1.

The Company  initially  authorized  2,500,000  shares of $1.00 par value  common
stock.  On September 21, 1982,  the Company issued 500 shares of common stock at
$1.00 per share for $500 cash.  Thereafter,  on January  9,  1999,  the  Company
increased its authorized  capitalization to 15,000,000 shares of $.001 par value
common  stock  and  declared  a 1,000  for 1  forward  split of the  issued  and
outstanding common stock.

In the  opinion  of  management,  all  adjustments,  consisting  only of  normal
recurring  adjustments  necessary  for a fair  statement  of (a) the  results of
operations for the three month period ended March 31, 1999 and 1998, and for the
periods from  inception at September  21, 1982 to March 31, 1999,  (b) financial
position at March 31, 1999 and December 31, 1998, and (c) the cash flows for the
three  months  ended March 31, 1999 and 1998 and for the period from  inception,
September 21, 1982, to March 31, 1999, have been made.

NOTE 2.

The results for the three month period ended March 31, 1999, are not necessarily
indicative of the results for the entire fiscal year ended December 31, 1999.




<PAGE>



                            SIGNATURES


          Pursuant  to the  requirements  of  Section 12 of the  Securities  and
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

                              N.T. PROPERTIES, INC.
                              (Registrant)

                               Dated: May 1, 1999



                               By: s/Cleora Louey
                                 -------------------------------------
                                   Cleora Louey, President







                       N.T. PROPERTIES, INC.

         Exhibit Index to Quarterly Report on Form 10-QSB
               For the Quarter Ended March 31, 1999

EXHIBITS                                                 Page No.

  EX-27   Financial Data Schedule. . . . . . . . . . . . . . . 10