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


                                 FORM 10-Q


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

               For Quarterly Period Ended SEPTEMBER 30, 2001

                                     OR

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

 For the transition period from                to               .


                         Commission File No. 0-8301


                           WHITEMARK HOMES, INC.
           (Exact Name of Registrant as Specified in its Charter)



      State of Colorado                                  25-1302097
(State or Other Jurisdiction of                       (I.R.S. Employer
Incorporation or Organization)                        Identification #)


          650 South Central Avenue, Suite 1000, Oviedo, FL  32765
                  (Address of Principal Executive Offices)


                               (407) 366-9668
             Registrant's Telephone Number Including Area Code


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

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


There were 8,252,103 shares, Common Stock, $.001 Par Value as of September
30, 2001.



                                     1

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                        WHITEMARK HOMES, INC.

                              FORM 10-Q

                                INDEX


                                                                         Page
     Part I.   Financial Information

          Item 1.   Financial Statements .  .  .  .  .  .  .  .  .  .  .   3

          Item 2.   Management's Discussion and Analysis   .  .  .  .  .   8


     Part II:  Other information

          Item 2:   Changes in Securities and Use of Proceeds .  .  .  .  11

          Item 4:   Submission of Matters to a Vote of the Security
                    Holders     .  .  .  .  .  .  .  .  .  .  .  .  .  .  11

          Item 6:   Exhibits and Reports on Form 8-K  .  .  .  .  .  .  . 11


     Signatures   .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  .  . 12


                                     2

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<PAGE>
PART I.   FINANCIAL INFORMATION

Item 1.   Financial Statements

                        WHITEMARK HOMES, INC.
                CONDENSED CONSOLIDATED BALANCE SHEETS

                                                 September 30,   December 31,
                                                      2001          2000
                                                  -----------    -----------
                                                  (Unaudited)
ASSETS

   Land and home inventory                        $ 9,514,926    $ 7,925,304
   Cash                                               268,393        187,194
   Accounts receivable                                 53,082         86,083
   Prepaid expense                                     90,793         98,414
   Other assets                                       658,913        558,040
                                                  -----------    -----------

   TOTAL ASSETS                                   $10,586,107    $ 8,855,035
                                                  ===========    ===========

LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities:
   Notes payable                                  $ 8,397,866    $ 6,579,829
   Accounts payable                                   460,388        502,488
   Accrued expenses                                   566,303         68,875
   Loans from officer                                 132,914        135,000
                                                  -----------    -----------
            Total Liabilities                       9,557,471      7,286,192
                                                  -----------    -----------
Stockholders' Equity
   Common stock ($.001 par value, 100,000,000
      authorized, 8,252,103 and 8,174,791
      outstanding, respectively)                        8,252          8,175
   Additional paid in capital                       1,943,744      1,856,919
   Retained earnings/(deficit)                       (923,360)      (296,251)
                                                  -----------    -----------
            Total Stockholders' Equity              1,028,636      1,568,843
                                                  -----------    -----------

   TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY     $10,586,107    $ 8,855,035
                                                  ===========    ===========

See accompanying selected information.
                                     3

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                         WHITEMARK HOMES, INC.
               CONDENSED CONSOLIDATED INCOME STATEMENTS

     For Three and Nine Months Ended September 30, 2001 and 2000
                             (Unaudited)


                                     Three Months           Nine Months
                                   2001        2000        2001        2000
                                ----------  ----------  ----------  ----------
REVENUES:
 Sales                          $2,234,661  $3,670,793  $7,038,975 $10,367,051

 Cost of sales                   1,803,787   2,913,469   5,826,126   8,348,633
                                ----------  ----------  ----------  ----------
GROSS PROFIT                       430,874     757,324   1,212,849   2,018,418

Selling, general, and
   administrative expenses         493,246     962,520   1,352,444   1,575,482
                                ----------  ----------  ----------  ----------

INCOME/(LOSS) FROM OPERATIONS      (62,372)   (205,196)   (139,595)    442,936

Other Expenses:
 Interest expense                  (99,617)    (42,602)   (411,857)   (218,497)
 Equity in loss of equity
    method investee                (27,532)     27,664     (74,658)    (24,645)
                                ----------  ----------  ----------  ----------
Income/(Loss) Before Income
    Taxes                         (189,521)   (220,134)   (626,110)    199,794

 Income tax benefit/(expense)           -      (39,919)         -       53,810
                                ----------  ----------  ----------  ----------

NET INCOME/(LOSS)               $ (189,521) $ (180,215) $ (626,110) $  145,984
                                ==========  ==========  ==========  ==========
Earnings/(Loss) per Common
    Share                       $    (0.02) $    (0.02) $    (0.08) $     0.04
                                ==========  ==========  ==========  ==========
Weighted average shares
    outstanding                  8,222,668   7,487,039   8,198,741   3,885,029
                                ==========  ==========  ==========  ==========








See accompanying selected information.
                                     4

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                           WHITEMARK HOMES, INC.
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
        For the Nine Months Ended September 30, 2001 and 2000
          (Increase/(Decrease) in Cash and Cash Equivalents)
                             (Unaudited)

                                                      2001          2000
                                                  -----------    -----------
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income/(loss)                               $  (626,110)   $   145,984
  Adjustments to reconcile net income/(loss) to
  net cash used by operating activities:
   Services acquired with stock                        52,652        328,388
   Equity in investee's loss                           74,658         24,645
  Changes in operating assets and liabilities:
   Land and home inventory                         (1,469,617)     1,478,531
   Accounts receivable                                 33,001       (198,677)
   Prepaid expenses                                     7,621        (70,555)
   Other assets                                       (92,900)        36,713
   Accounts payable                                   130,116       (416,490)
   Accrued expenses                                   334,853         47,235
                                                  -----------    -----------
NET CASH PROVIDED/(USED) BY OPERATING ACTIVITIES   (1,555,726)     1,375,774
                                                  -----------    -----------
CASH FLOWS FROM INVESTING ACTIVITIES
    Investment in subsidiary                          (82,630)            -
    Cash received in merger                                -           3,168
                                                  -----------    -----------
NET CASH PROVIDED/(USED) BY INVESTING ACTIVITIES      (82,630)         3,168
                                                  -----------    -----------
CASH FLOWS FROM FINANCING ACTIVITIES
   Proceeds from notes payable                      7,005,722      1,352,696
   Repayments of notes payable                     (5,318,331)    (2,458,148)
   Proceeds from issuing stock                         34,250         34,515
   Loans from related parties                              -          96,927
   Repayments to related parties                       (2,086)       (91,244)
   Distributions                                           -          (9,001)
                                                  -----------    -----------
NET CASH PROVIDED/(USED) BY FINANCING ACTIVITIES    1,719,555     (1,074,255)
                                                  -----------    -----------
   Increase in Cash                                    81,199        304,687

Cash at Beginning of Year                             187,194        181,187
                                                  -----------    -----------
   CASH AT END OF PERIOD                          $   268,393    $   485,874
                                                  ===========    ===========
Supplemental Disclosures
   Cash paid for interest                         $   695,036    $   344,300
   Cash paid for income taxes                              -              -

Non-cash Investing and Financing Transactions:
 Interest capitalized into land and home
    inventory                                     $   451,233    $    18,500
 Reduction in note payable for participating
    interest                                         (120,003)            -
 Stock issued for land and home inventory              10,990        400,000
 Restricted stock issued for services                  17,662        203,175
 Unrestricted stock issued for services                24,000        125,213
 Stock issued in merger transaction                        -       1,972,415

See accompanying selected information.
                                     5

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                        WHITEMARK HOMES, INC.
      SELECTED INFORMATION FOR CONSOLIDATED FINANCIAL STATEMENTS
                             (Unaudited)
                          September 30, 2001


NOTE 1:   BASIS OF PRESENTATION

The accompanying condensed consolidated financial statements include the
accounts of Whitemark Homes, Inc. (the "Company") and all subsidiaries in
which a controlling interest is held. The Company's investments in entities
in which a less than controlling interest is held are accounted for by the
equity method.  All significant intercompany transactions and balances have
been eliminated.

These financial statements have been prepared by the Company without audit.
In the opinion of management, all adjustments (consisting of normal
recurring adjustments) necessary for fair presentation of the accompanying
condensed consolidated financial statements have been made.  The condensed
consolidated balance sheet as of December 31, 2000 has been derived from the
audited balance sheet of the Company as of that date.  The Company acquired
Whitemark Homes, Inc. ("Whitemark", a Florida corporation) effective April
1, 2000, in a transaction that was accounted for as a reverse acquisition.

Certain information and note disclosures normally included in the Company's
annual financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted.  These condensed
consolidated financial statements should be read in conjunction with a
reading of the financial statements and accompanying notes included in the
Company's financial statements for the year ended December 31, 2000 that
were filed with the Securities and Exchange Commission on Form 10-K during
April 2001.  This Form 10-K and other filings by the Company are available
through the Internet on the SEC's EDGAR database at www.sec.gov or from the
Company upon request.

The Company historically has experienced, and expects to continue to
experience, variability in quarterly results. The condensed consolidated
statements of operations for the nine months ended September 30, 2001 are
not necessarily indicative of the results to be expected for the year ending
December 31, 2001.

Business

The Company has two primary business activities:  Home building and
Financial Services.  Home building is by far the most significant of these
activities as the financial services activity functions primarily as a
supporting and facilitating operation.

Home building operations include the sale and construction of single-family
attached and detached homes in the Orlando, Florida area.  These activities
also include the purchase, development, and sale of residential land by the
Company.  Sales of the Company's homes are generally made pursuant to a
standard contract that requires a down payment of up to 10% of the sales
price.  The contract includes a financing contingency that permits the
customer to cancel in the event mortgage financing at prevailing interest
rates (including financing arrangements by the Company) is unobtainable
within a specified period, typically four to six weeks.  The Company reports
an undelivered home sale as part of its backlog upon execution of the sales

                                     6

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<PAGE>
contracts and receipt of the down payment.  Revenue is recognized only upon
the closing and delivery of a home. The Company estimates that the average
period between the execution of a purchase agreement for a home and delivery
is approximately six months.  The Company's backlog at September 30, 2001
and 2000 was approximately $7,169,000 (55 units) and $9,600,000 (80 units),
respectively.

Financial Services are conducted primarily through the Company's subsidiary,
Home Funding, Inc., which provides mortgage financing, title insurance, and
closing services for the Company's home buyers and to the public.  This
subsidiary packages and resells residential mortgage loans and provides
mortgage loan-servicing activities.


NOTE 2:   EQUITY METHOD INVESTEE

The equity method of accounting is used when the Company has a 20% to 50%
interest in other entities. Under the equity method, original investments
are recorded at cost and adjusted by the Company's share of undistributed
earnings or losses of these entities.  The Company owns 32% of Golden Square
Industries, Inc.

                    Golden Square Industries, Inc.
                       Summarized Balance Sheet
                       As of September 30, 2001

    Cash and cash equivalents                      $   76,185
    Marketable securities (net)                       217,856
    Accounts and notes receivable                     410,076
    Accounts receivable-related parties               969,606
    Property and Equipment                            598,590

    Accounts and accrued payables                      (3,623)
                                                   ----------
    Net Equity                                     $2,268,690
                                                   ==========


NOTE 3:   STOCK TRANSACTIONS

The Company has issued 25,430 common shares under its Dividend Reinvestment
and Stock Purchase Plan during 2001 for total proceeds of $34,250.

Directors have been issued 2,000 shares of restricted common stock valued at
$1,047 as partial payment of directors' fees.  Engineering, legal, and
consulting services valued at $51,606 were obtained through the issuance of
49,882 shares.


NOTE 4:   SIGNIFICANT TRANSACTIONS

In a significant inventory transaction, the Company has entered into an
agreement to purchase 1,500 acres of undeveloped land in west Houston,
Texas.  The terms of the agreement call for the Company to pay $20 million
for this property.  The closing for this purchase, originally scheduled to
occur during the third quarter of 2001, has been postponed pending the
culmination of the acquisition of North Florida Consulting, Inc.  (Described
at Note 5 below.)  This postponement is for the purpose of allowing the

                                     7

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<PAGE>
Company to review and pursue financing arrange ments that will encompass
both the acquisition of this property as well as funding needed in the
development of the Company' other projects.

This property is subject to a preexisting contract to sell a small section
of the property for approximately $4 million. In addition, the Company has
been contacted by several other local and national home builders who have
expressed significant interest in purchasing sections of the property.  Out
of these contacts, the Company has received commitments for 189 lots with a
total value of $6.5 million.


NOTE 5:   SUBSEQUENT EVENTS

In August 2001, the Company began negotiations for the acquisition of North
Florida Consulting, Inc. (NFC).  The acquisition closing of the purchase was
delayed until November 7, 2001, due to ongoing negotiations, due diligence
efforts, and the structure of the acquisition.  The purchase, which has an
effective date of October 1, 2001, calls for the Company to issue
approximately 5,200,000 shares (approximately 38% of the Company) to the
owners of NFC and to other persons involved in the transaction in exchange
for 100% ownership of NFC.  In addition, the owners of NFC will retain a 30%
profit participation in certain ongoing real estate development projects.
NFC has specialized in five-star resort properties and upscale homes,
including single-family and condominium units.  It owns or has options to
acquire 20 ready-to-build projects located in the Houston-Galveston, Texas
area and in the area from Pensacola, Florida to Panama City, Florida, which
includes Destin, Florida where NFC has its offices.

This acquisition is expected to increase the Company's total assets to
approximately $83 million and stockholders' equity to approximately $20
million.  Assets reported by NFC include approximately $42 million in land
and home inventory and approximately $34 million of land contract rights.
Liabilities reported by NFC are approximately $63 million, including debt of
$31 million and deferred taxes of $13 million. All the aforementioned
figures are unaudited.

The Company is in the process of preparing a Form 8-K to file with the SEC
by November 21, 2001 to report the acquisition.  Audited financial
statements for NFC and the pro forma combined financial information
indicating the effects of the acquisition will be submitted as part of an
amendment to that Form 8-K within 75 days.




                                     8

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Item 2:  Management's Discussion and Analysis of Financial Condition and
         Results of Operations.


General Overview

The Company develops real estate and builds homes.  These efforts have
historically been concentrated in under-served markets for entry-level,
first-time move-up, and vacation home buyers.  On a national level, housing
construction continues to remain in a growth trend, which is a good sign in
light of other indications of slowing growth or even recession in the
economy.   Indicators for construction have shown continued growth even as
consumer spending and the industrial sector have slowed.  This is despite
the heightened economic uncertainty resulting from the recent acts of
terrorism and the commencement of the U.S. military response.  The Kiplinger
Letter has stated that its forecasts predict that housing will continue to
generate economic warmth and will provide support for the rest of the U.S.
economy.  Recent reductions in interest rates by the Federal Reserve have
lowered the cost of construction financing and have also resulted in lower
mortgage rates to home buyers, although to a lesser extent.  The Company's
management is optimistic about operations as the year progresses.  Projects
in the Company's inventory should produce growth in revenues and profits
over the next two years.  As mentioned above, interest rates and consumer
confidence are driving the housing industry.  Statistics indicate that both
unemployment and interest rates in the Company's largest target market (the
Orlando, Florida area) continue to be relatively low.

In addition to residential development and home building, the Company has a
subsidiary that assists home buyers in obtaining mortgages and accessing
mortgage assistance programs aimed at the Company's target markets. This
subsidiary, originally established to augment the Company's sales efforts,
now provides these services to the public.

The Company has six communities in various stages of completion at September
30, 2001.  In addition, the Company has scheduled to commence six new
projects before the end of the first quarter of 2002.  These projects, which
include the Houston property (discussed below), have a total estimated
revenue potential of $255,000,000.  The acquisition of NFC (discussed below)
will greatly expand the number and size of projects in process.

The Company is continually exploring opportunities to purchase parcels of
land for its development and home building operations and is, at any given
time, in various stages of proposing, making offers for, and negotiating the
acquisition of various parcels, whether outright or through options.  The
Company continues to increase its land development and construction
activities in response to current and anticipated demand and expects to
pursue additional land acquisition and development opportunities in the
future.  The Company is currently examining potential opportunities in
multifamily housing and modular home construction.

In this regard, the Company announced during May 2001 that it had reached an
agreement to purchase a 1,500 acre parcel of undeveloped land in western
Houston, Texas.  This property has very significant revenue and profit
potential for the future.  Estimates of total lot sales revenue for the
entire parcel are in excess of $100 million. The Company has ongoing
negotiations with several large home building concerns, both national and

                                     9

local, relative to purchasing lots and/or portions of this parcel.  The
Company is in the process of arranging financing for the $20 million
purchase price.  This financing is expected to take the form of debt with
additional follow-up funding for development costs, but may include equity
financing.  The acquisition process for this parcel was on target to close
during the third quarter in accordance with the terms of the agreement;
however, the owner of the parcel has been content to wait for the Company to
finalize its financing arrangements.  These financing arrangements have been
delayed due to the acquisition of North Florida Consulting, Inc., as
discussed elsewhere.  The closing on this property is now anticipated to
occur during the first quarter of 2002.

According to newspaper articles, Orlando continues to rank in the top five
destination cities for foreign travelers in the U.S.  As a result, resort
home development has become a significant part of in home construction in
Florida. In addition, the NFC properties include resort condominium and
other developments in the Destin, Florida and Houston-Galveston, Texas
areas.  These developments would continue the advantages identified by
Management and would play off the momentum established with the Glenbrook
community.  (Glenbrook is being developed by the Company with the
expectation of it being a total resort home development.)  Additionally, a
highly regarded weekly financial publication has reported that resort areas
are expected to see continued significant population gains.  These areas
grew at an average 14% rate during the '90s.  Various analysts have reviewed
the trends of "boomers" during the 90's and have concluded that a high
percentage will be looking either to move up or to acquire vacation homes.
Because this growth trend is fueled by retirees and "boomers," the extended
implication would include growth in recreational, medical, and other
supporting services.  As a result, demand for homes in all price ranges
should remain high.

The management of Whitemark Homes and NFC remain excited and optimistic
about the future of homebuilding, vacation homes, and resort properties.

As previously reported, the Company changed its direction from energy
services to real estate development and home building effective April 1,
2000.  The Company disposed of its energy-related assets in exchange for
stock of the Company and issued stock of the Company to acquire Whitemark
Homes, Inc.  Further information on this exchange is available in the
Company's filings on Form 8-K, Form 10-Q, and Form 10-K for 2000.


Significant Acquisition

On November 7, 2001, the Company closed the acquisition of North Florida
Consulting, Inc. based in Destin, Florida.  Destin, located between
Pensacola and Panama City, like Orlando, is a destination for recreational,
vacation, and retirement/second home developments.  Destin and the Florida
panhandle are within a day's drive of major metropolitan areas such as
Atlanta, Memphis, New Orleans, and Houston. This purchase, which has an
effective date of October 1, 2001, calls for the Company to issue
approximately 5,200,000 shares (38% of the Company) to the owners of NFC and
to other persons involved in the transaction in exchange for 100% ownership
of NFC.  In addition, the owners of NFC will retain a 30% profit
participation in certain ongoing real estate development projects. NFC has
specialized in five-star resort properties and upscale homes, including
single-family and condominium units.  It owns or has options to


                                     10

acquire 20 ready-to-build projects located in the area from Pensacola to
Panama City, Florida and in the Houston/Galveston, Texas area.   These
projects include twin condominiums to be located in a five-star golf/beach
resort in Destin, a 450-room luxury hotel in Houston, affordable housing
projects in the Destin area, and beach-front property in Galveston.

This acquisition is expected to increase the Company's total assets to
approximately $83 million and stockholders' equity to approximately $20
million.  Assets reported by NFC include approximately $42 million in land
and home inventory and approximately $34 million of land contract rights.
Liabilities reported by NFC are approximately $63 million, including debt of
$31 million and deferred taxes of $13 million. All the aforementioned
figures are unaudited.

The Company will be filing a Form 8-K with more detailed information and pro
forma combined financial informa tion in the near future.  Audited financial
statements for NFC will also be filed with a Form 8-K or amendment thereto.


Liquidity and Capital Resources

The Company's financing needs are provided through cash flows from
operations, bank borrowings, and private and public debt and equity markets.
Cash flow from operations declined during the nine months of 2001 from the
same period of 2000 largely due to the costs of developing the
infrastructure of the Glenbrook and other properties.  During 2000, the
Company was depleting its lot inventory as opposed to increasing lot
inventory during 2001. The primary source for these funds is discussed
below.  The Company completed construction of three model homes for the
Glenbrook subdivision in July 2001 while also finalizing the development of
the Glenbrook infrastructure such as streets and utilities.  Twenty
contracts for sales of homes from this property have been accepted since
June 2001.  This project is expected to yield gross revenues of $52,000,000
over its build-out period of approximately 36 months.  Other projects
requiring significant development funds during the quarter included the Bear
Gully Forest subdivision, the University Oaks community, and the Oak Park
community.  The Oak Park community is approaching maturity as most of the
available lots are either sold or under contract.  Other projects are in the
pipeline and are expected to be coming on line.

On September 30, 2001, the Company had outstanding borrowings of $8,397,866.
This is down $4,166 from the amount outstanding at June 30, 2001 and up
$1,818,037 from the $6,579,829 balance at December 31, 2000. The Company
currently finances its projects with project-specific construction loans.
These loans are secured by each project and are drawn down and repaid based
on the progress of the project.  There is no expectation that this financing
arrangement will not be available in the foreseeable future.  However,
management continually reviews other possible financing alternatives, and,
in that regard, is planning to file a registration statement during the
first quarter that will enable the Company to establish an equity line of
credit.  The Company believes that funds generated from operations and
expected borrowing availability from the private and public market will
continue to be sufficient to fund the Company's working capital requirements
during the foreseeable future, including the financing for the Houston
parcel discussed above and the provision of funds for the development of the
NFC properties.


                                     11

Serious negotiations are ongoing with several significant funding
institutions for specific projects including the condominium projects in
Destin, the five star hotel in Houston, and the land in west Houston.
Funding commit ments are expected on the Destin properties no later than
December 31, 2001 with the Houston hotel commitment coming in early 2002.
Funding for the land in Houston should be committed no later than March 31,
2002.  The Company is also negotiating with funding institutions regarding
general funding needs of the Company.  Although management believes that the
Company will be able to obtain funding in a timely manner, there is no
guarantee of such funding.


Results of Operations

Management's "retooling" of the Company, begun during the third quarter of
2000, included conducting market analysis, focus groups, and review of other
research projects and was aimed at producing strategic goals for the near
and long term.  During this process the Company increased the pace of its
raw land acquisition and concen trated on the permitting, land planning and
engineering aspects of preparing its raw land for development.  At the same
time, lot inventory was being reduced through the sale of homes.
Consequently, the Company's revenues from home sales for the nine months and
quarter ended September 30, 2001 decreased $3,328,076 and $1,436,132,
respectively, when compared with the same periods in 2000.  The number of
homes delivered declined (to 18 and 52 in the third quarter and nine months
of 2001 from 30 and 90 during the comparable periods of 2000).  The average
selling price of homes delivered during these periods increased 1% and 17%,
respectively (to $124,148 and $135,365 for the quarter and nine months of
2001 from $122,000 and $115,000 for the compara ble periods in 2000).
Management believes that the decline in the number of homes sold is a
temporary situation partially created by a restriction in the Company's
available lot inventory as certain development projects were reaching
maturity during 2000 and new lot inventory was only beginning to be
available for sale during the fourth quarter of 2001.  Management believes
that changes in the average selling price of homes delivered from period to
period are attributable to discrete factors at each of its subdivisions,
including product mix and premium lot availability, and cannot be predicted
for future periods with any degree of certainty.

The costs of homes sold during the third quarter and nine months of 2001
decreased $1,109,682 and $2,522,507 when compared with the same periods of
2000, primarily due to the related decrease in home deliveries and home sale
revenues.  The costs of homes sold as a percentage of home sales revenue
increased to 83% during the first nine months of 2001 from 81% during the
first nine months of 2000 as a result of the constant variations in the
product mix of homes delivered.

The Company's selling and administrative expenses decreased $469,274 and
$223,038 during the third quarter and first nine months of 2001 from the
corresponding periods of 2000.  Approximately $325,000 of the third quarter
2000 costs were due to stock compensation and bonuses issued to employees
and consultants.  Approxi mately $102,000 in professional fees related to
being a publicly held entity incurred in 2001 were not incurred during 2000.
The balance of the differences are due to changes in personnel, advertising,
and other administra tive costs.

As a result of the decrease in sales and in selling and administrative
expenses and a write-down of marketable securities in the Company's equity-
based investee during 2001, the net loss for the quarter and nine months of
2001 increased by $9,306 and $772,094 from the comparable periods in 2000.

                                     12

The operating results for the fourth quarter will include those of NFC.
Management expects that the inclusion of the results of NFC's activities
will allow the Company to break even for the year.  Availability of lots has
not reached earlier expectations; however, the lots will become available to
the market during the fourth quarter of 2001 and extend to the first and
second quarters of 2002.  Management is optimistic about the projections for
the first quarter and full year of 2002.  The consummation of the purchase
of NFC should allow the Company to move forward rapidly in its business
plan.

With the heightened uncertainty surrounding the overall economy, management
is aware that expectations and projections could easily be effected by
unforeseen events and changes in the public's reaction to past events. This
is being said to encourage appropriate caution that the homebuilding
industry, as well as any other industry, may be negatively impacted by a
variety of economic factors possibly including the erosion of consumer confi
dence and employment levels stemming from the current international
conflict.

After September 11, 2001, many planned projects around the country,
including hotels and condominiums, have been placed on hold and some have
been cancelled, especially those that require air travel.  However, the
Company's projects in Orlando, north Florida, and Houston appear to have
largely escaped most of the negative impact of these actions.  The hotel in
Houston has an excellent marketing study completed by an international
hospitality consulting firm stating the project is still an excellent
development opportunity even in view of current events.  Houston is a world-
class city with upside potential.  Additionally, current sales for the
condominium properties have resumed at an increased pace following a short
period of inactivity immediately after September 11.  Approximately 50% of
the two condominium projects have been pre-sold.


SAFE HARBOR PROVISION - DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS

Investors are cautioned that certain statements contained in this document,
as well as some statements by the Company in periodic press releases and
some oral statements by Company officials to securities analysts and
stockholders during presentations about the Company are "forward-looking
statements" within the meaning of the Private Securities Litigation Reform
Act of 1995 (the "Act").  Statements which are predictive in nature, which
depend upon or refer to future events or conditions, or which include words
such as "expects", "anticipates", "intends", "plans", "believes",
"estimates", "hopes", and similar expressions constitute forward-looking
statements. In addition, any statements concerning future financial
performance (including future revenues, earnings or growth rates), ongoing
business strategies or prospects, and possible future Company actions, which
may be provided by management are also forward-looking statements.

Where this Form 10-Q includes "forward-looking" statements, the Company
desires to take advantage of the "safe harbor" provisions of the Act.
Therefore, the Company is including this statement for the express purpose
of availing itself of the protections of such safe harbor provisions with
respect to all of such forward-looking state ments.  Forward-looking
statements reflect the Company's current views with respect to future events
and financial performance and are not guarantees of future performance.  The
Company has no specific intention to update these statements.  These

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forward-looking statements are subject to certain risks and uncertainties
that could cause actual results to differ from those anticipated.  These
risks and uncertainties include economic conditions such as home mortgage
interest rates, shortages of materials and labor, weather conditions,
competi tion with other builders, regulatory requirements, and other such
matters as may be discussed in this report or referred to in the Company's
annual report on Form 10-K.  The Company undertakes no obligation to
publicly revise these forward-looking statements to reflect events or
circumstances that may arise after the date hereof. All subsequent written
and oral forward-looking statements attributable to the Company or persons
acting on its behalf are expressly qualified in their entirety by this
section.




PART II: OTHER INFORMATION

Item 2:   Changes in Securities and Use of Proceeds

   Issuance of Unregistered Shares

   During the nine months ended September 30, 2001, the Company sold
   securities in the transactions de scribed below without registering the
   securities under the Securities Act of 1933.  No underwriter, sales or
   placement agent was involved in any of the transactions.

   On February 28, 2001, a total of 300 restricted shares of common stock
   valued at $238 were granted to a total of three directors of the Company.
   These restricted shares were issued in reliance on the exemption from
   registration provided by Section 4(2) of the Securities Act of 1933.

   On August 20, 2001, a total of 1,700 restricted shares of common stock
   valued at $808 were granted to a total of three directors of the Company.
   These restricted shares were issued in reliance on the exemption from
   registration provided by Section 4(2) of the Securities Act of 1933.

   On August 23, 2001, a total of 19,387 restricted shares of common stock
   valued at $16,616 were granted to a total of three consultants to the
   Company.  These restricted shares were issued in reliance on the exemp
   tion from registration provided by Section 4(2) of the Securities Act of
   1933.

   The facts relied on to make the exemption from registration provided by
   Section 4(2) of the Securities Act of 1933 available for the sale of
   securities discussed in above were:  (1) the limited number of
   purchasers; (2) the sophistication or accreditation of the purchasers;
   (3) their relationship with the Company and/or access to material
   information about the Company; (4) the information furnished to them by
   the Company; (5) the absence of any general solicitation or advertising;
   and (6) restrictions on transfer of the securities issued to them as
   indicated by a legend on the certificates representing such securities.


Item 4: Submission of Matters to a Vote of the Security Holders

        None

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<PAGE>
<PAGE>

Item 6:   Exhibits and Reports on Form 8-K

 a.  Exhibits


        None


 b.  Reports on Form 8-K

        None




                              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.


                                WHITEMARK HOMES, INC.


November 14, 2001               By:  /s/ LARRY WHITE
                                Larry White, President


November 14, 2001               By:  /s/ ROBERT B. EARLY
                                Robert B. Early, Chief Financial Officer










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