**UNITEDSTATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington,D.C.  20549**

 

 

# **FORM 10-Q**

 

**QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OFTHESECURITIES EXCHANGE ACT OF 1934**

** **

**Forthe Quarter Ended**

 

**December 31, 2002**

 

**CommissionFile Number 33-98404**

 

 

**T.J.T., INC.**

(Exact name ofregistrant as specified in its charter)

 

| **WASHINGTON**                                                   |   | **82-0333246**                     |
|------------------------------------------------------------------|--------|------------------------------------|
| (State or other  jurisdiction of  incorporation or organization) |   | (IRS Employer

Identification No.) |

 

**843 North Washington, P.O. Box 278,Emmett, Idaho  83617**

(Address of principalexecutive offices)

 

**(208) 365-5321**

(Issuer’stelephone number)

 

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Indicate by checkmark whether the registrant (1) has filed all reports required to be filed bySection 13 or 15(d) of the Securities Exchange Act during the preceding 12months (or for such shorter period that the registrant was required to filesuch reports), and (2) has been subject to such filing requirements the past 90days.  Yes ý  No  ̈

 

Indicate by checkmark whether the registrant is an accelerated filer (as defined in the ExchangeAct Rule 12d-2).  Yes  ̈  No ý

 

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At December 31,2002, the registrant had 4,504,939 shares of common stock outstanding.

 

 

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**T.J.T., INC.**

**Form 10-Q**

**December 31, 2002**

 

**TABLE OF CONTENTS**

 
| **PART I.  FINANCIAL INFORMATION** |
|-----------------------------------------|
|                                    |   |   |   |
| Item 1.                                 | Financial Statements (Unaudited) |   |
|                                    |   |   |   |
|                                    |   | Balance  Sheets at December 31, 2002 and September 30, 2002 |   |
|                                    |   |   |   |
|                                    |   | Statements  of Operation for the Three Months Ended December 31, 2002 and 2001 |   |
|                                    |   |   |   |
|                                    |   | Statements  of Cash Flows for the Three Months Ended December 31, 2002 and 2001 |   |
|                                    |   |   |   |
|                                    |   | Notes  to Financial Statements |   |
|                                    |   |   |   |
| Item  2.                                | Management’s  Discussion and Analysis of Financial Condition and Results of Operations |   |
|                                    |   |   |   |
| Item  3.                                | Quantitative  and Qualitative Disclosure about Market Risk |   |
|                                    |   |   |   |
| Item 4.                                 | Controls and Procedures |   |
|                                    |   |   |   |
| **PART II.  OTHER INFORMATION**    |
|                                    |   |   |   |
| Item 1.                                 | Legal Proceedings |   |
|                                    |   |   |   |
| Item 2.                                 | Changes in Securities and  Use of Proceeds |   |
|                                    |   |   |   |
| Item 3.                                 | Defaults Upon  Senior Securities |   |
|                                    |   |   |   |
| Item  4.                                | Submission  of Matters to a Vote of Security Holders |   |
|                                    |   |   |   |
| Item 5.                                 | Other Information |   |
|                                    |   |   |   |
| Item 6.                                 | Exhibits and  Reports on Form 8-K |   |
|                                    |   |   |   |
| Signatures                              |   |
|                                    |   |   |   |
| Section 302 Certifications              |   |

 

2

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T.J.T., INC.

BALANCE SHEETS (unaudited)

(Dollars in thousands)

 

 
| ** **                                                                                                                    |   | **Dec. 31**

**2002** |   | **Sept. 30**

**2002** |   |
|-------------------------------------------------------------------------------------------------------------------------------|--------|-----------------------|--------|------------------------|--------|
|                                                                                                                          |   |                  |   |                   |   |
| Current assets:                                                                                                               |   |                  |   |                   |   |
| Cash and cash  equivalents                                                                                                    |   | $                     | 614    |                   | $      | 767 |   |
| Accounts  receivable and notes receivable(net of allowance for doubtful accounts  of $123 and $129)                           |   | 1,325                 |   | 1,247                  |   |
| Inventories                                                                                                                   |   | 2,983                 |   | 2,593                  |   |
| Prepaid expenses  and other current assets                                                                                    |   | 38                    |   | 99                     |   |
| Total current  assets                                                                                                         |   | 4,960                 |   | 4,706                  |   |
|                                                                                                                          |   |                  |   |                   |   |
| Property, plant  and equipment, net ofaccumulated depreciation                                                                |   | 652                   |   | 699                    |   |
|                                                                                                                          |   |                  |   |                   |   |
| Notes receivable                                                                                                              |   | 237                   |   | 232                    |   |
| Notes receivable  from related parties                                                                                        |   | 114                   |   | 156                    |   |
| Real estate held  for investment                                                                                              |   | 522                   |   | 523                    |   |
| Other assets                                                                                                                  |   | 135                   |   | 135                    |   |
| Deferred tax  asset                                                                                                           |   | 532                   |   | 539                    |   |
| Total assets                                                                                                                  |   | $                     | 7,152  |                   | $      | 6,990 |   |
|                                                                                                                          |   |                  |   |                   |   |
| Current  liabilities:                                                                                                         |   |                  |   |                   |   |
| Accounts payable                                                                                                              |   | $                     | 886    |                   | $      | 655 |   |
| Accrued  liabilities                                                                                                          |   | 262                   |   | 334                    |   |
| Total current  liabilities                                                                                                    |   | 1,148                 |   | 989                    |   |
|                                                                                                                          |   |                  |   |                   |   |
| Deferred income  and other noncurrent obligations                                                                             |   | 80                    |   | 83                     |   |
| Total  liabilities                                                                                                            |   | 1,228                 |   | 1,072                  |   |
|                                                                                                                          |   |                  |   |                   |   |
| Shareholders’  equity:                                                                                                   |   |                  |   |                   |   |
| Preferred stock, $.001 par value; 5,000,000 shares  authorized;  0 shares issued  and  outstanding                  |   | —                |   | —                 |   |
| Common stock,  $.001 par value; 10,000,000shares authorized;  4,504,939  shares  issued   and outstanding |   | 5                     |   | 5                      |   |
| Capital surplus                                                                                                               |   | 5,788                 |   | 6,181                  |   |
| Retained  earnings                                                                                                            |   | 131                   |   | 125                    |   |
| Treasury stock  (349,800 shares at cost)                                                                                      |   | —                |   | (393                   | )      |
| Total  shareholders’ equity                                                                                              |   | 5,924                 |   | 5,918                  |   |
| Total  liabilities and shareholders’ equity                                                                              |   | $                     | 7,152  |                   | $      | 6,990 |   |

 

See accompanying notes tofinancial statements.

 

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T.J.T., INC.

STATEMENTS OF OPERATION (unaudited)

(Dollars in thousands except per share amounts)

 

 

 
| **For the  three months ended December 31,**                 |   | **2002**  |   | **2001**  |   |
|--------------------------------------------------------------|--------|-----------|--------|-----------|--------|
|                                                         |   |      |   |      |   |
| Sales (net of  returns and allowances):                      |   |      |   |      |   |
| Axles and tires                                              |   | $         | 3,787  |      | $      | 3,314 |   |
| Accessories and  siding                                      |   | 1,131     |   | 1,081     |   |
| Total sales                                                  |   | 4,918     |   | 4,395     |   |
|                                                         |   |      |   |      |   |
| Cost of goods  sold:                                         |   |      |   |      |   |
| Axles and tires                                              |   | 3,082     |   | 2,622     |   |
| Accessories and  siding                                      |   | 800       |   | 738       |   |
| Total cost of  goods sold                                    |   | 3,882     |   | 3,360     |   |
|                                                         |   |      |   |      |   |
| Gross profit                                                 |   | 1,036     |   | 1,035     |   |
|                                                         |   |      |   |      |   |
| Selling, general  and administrative expenses                |   | 1,038     |   | 1,214     |   |
|                                                         |   |      |   |      |   |
| Operating income  (loss)                                     |   | (2        | )      | (179      | )      |
|                                                         |   |      |   |      |   |
| Interest income                                              |   | 13        |   | 12        |   |
| Interest expense                                             |   | (1        | )      | (1        | )      |
| Other income                                                 |   | 1         |   | 5         |   |
| Investment  property income                                  |   | 2         |   | 12        |   |
| Income (loss)  before taxes                                  |   | 13        |   | (151      | )      |
|                                                         |   |      |   |      |   |
| Income taxes  (benefit)                                      |   | 7         |   | (58       | )      |
|                                                         |   |      |   |      |   |
| Income (loss) before  cumulative effect of accounting change |   | 6         |   | (93       | )      |
|                                                         |   |      |   |      |   |
| Cumulative  effect of accounting change, net of income taxes |   | —    |   | (748      | )      |
|                                                         |   |      |   |      |   |
| Net income  (loss)                                           |   | $         | 6      |      | $      | (841 | ) |
|                                                         |   |      |   |      |   |
| Net income  (loss) per common share                          |   |      |   |      |   |
| Continuing  operations                                       |   | $         | .001   |      | $      | (.02 | ) |
| Cumulative  effect of accounting change                      |   | $         | — |      | $      | (.17 | ) |
| Net income  (loss)                                           |   | $         | .001   |      | $      | (.19 | ) |
|                                                         |   |      |   |      |   |
| Weighted average  shares outstanding                         |   | 4,504,939 |   | 4,504,939 |   |

 

See accompanying notes tofinancial statements.

 

4

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T.J.T., INC.

STATEMENTS OF CASH FLOWS (unaudited)

(Dollars in thousands)

 
| **For the  three months ended December 31,**                                              |   | **2002** |   | **2001** |   |
|-------------------------------------------------------------------------------------------|--------|----------|--------|----------|--------|
|                                                                                      |   |     |   |     |   |
| Cash flows from  operating activities:                                                    |   |     |   |     |   |
| Net income  (loss)                                                                        |   | $        | 6      |     | $      | (841 | ) |
| Adjustments to  reconcile net income to net cashprovided (used) by operating  activities: |   |     |   |     |   |
| Depreciation and  amortization                                                            |   | 59       |   | 117      |   |
| Cumulative  effect of accounting change                                                   |   | —   |   | 748      |   |
| (Gain) loss on  sale of assets                                                            |   | —   |   | (5       | )      |
| Change in  receivables                                                                    |   | (64      | )      | 600      |   |
| Change in  inventory                                                                      |   | (390     | )      | (290     | )      |
| Change in  prepaid expenses and other current assets                                      |   | 61       |   | 27       |   |
| Change in  accounts payable                                                               |   | 231      |   | (40      | )      |
| Change in taxes                                                                           |   | 7        |   | (58      | )      |
| Change in other  assets and liabilities                                                   |   | (75      | )      | (139     | )      |
| Net cash  provided (used) by operating activities                                         |   | (165     | )      | 119      |   |
|                                                                                      |   |     |   |     |   |
| Cash flows from  investing activities:                                                    |   |     |   |     |   |
| Additions to  property, plant and equipment                                               |   | (11      | )      | (15      | )      |
| Issuance of  notes receivable                                                             |   | —   |   | (5       | )      |
| Payments on  notes receivable                                                             |   | 23       |   | 42       |   |
| Proceeds from  sale of assets                                                             |   | —   |   | 5        |   |
| Land purchased  for investment                                                            |   | —   |   | (25      | )      |
| Net cash  provided by investing activities                                                |   | 12       |   | 2        |   |
|                                                                                      |   |     |   |     |   |
| Net increase  (decrease) in cash and cash equivalents                                     |   | (153     | )      | 121      |   |
| Cash and cash  equivalents at October 1                                                   |   | 767      |   | 329      |   |
|                                                                                      |   |     |   |     |   |
| Cash and cash  equivalents at December 31                                                 |   | $        | 614    |     | $      | 450 |   |
|                                                                                      |   |     |   |     |   |
| Supplemental  information:                                                                |   |     |   |     |   |
| Interest paid                                                                             |   | $        | 1      |     | $      | 1 |   |
| Income taxes  paid, net of refunds                                                        |   | —   |   | —   |   |
| Noncash  transactions:                                                                    |   |     |   |     |   |
| Reacquisition of  investment property bycancellation of note receivable                   |   | $        | — |     | $      | 40 |   |
| Cumulative  effect of change in accounting principle                                      |   | —   |   | 748      |   |

 

See accompanying notes tofinancial statements.

 

 

5

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T.J.T., INC.

NOTES TO FINANCIALSTATEMENTS (unaudited)

 

 

NOTE A - UNAUDITEDINTERIM FINANCIAL STATEMENTS

 

In the opinion ofmanagement, the accompanying unaudited financial statements contain alladjustments (consisting solely of normal recurring adjustments) necessary topresent fairly the financial position of T.J.T., Inc. (the Company) and theresults of operations and cash flows.

 

 

NOTE B -INVENTORIES

 

Inventories are stated atthe lower of cost (first-in, first-out and average cost methods) or market.

 
| **(Dollars  in thousands)** |   | **Dec 31,**

**2002** |   | **Sept. 30,**

**2002** |   |
|-----------------------------|--------|-----------------------|--------|-------------------------|--------|
| Raw materials               |   | $                     | 1,471  |                    | $      | 1,363 |   |
| Finished goods              |   | 1,512                 |   | 1,230                   |   |
| Total                       |   | $                     | 2,983  |                    | $      | 2,593 |   |

 

 

NOTE C - PROPERTY,PLANT AND EQUIPMENT

 
| **(Dollars  in thousands)**        |   | **Dec 31,**

**2002** |   | **Sept. 30,**

**2002** |   |
|------------------------------------|--------|-----------------------|--------|-------------------------|--------|
| Land and  building                 |   | $                     | 386    |                    | $      | 386 |   |
| Leasehold  improvements            |   | 386                   |   | 386                     |   |
| Furniture and  equipment           |   | 1,106                 |   | 1,102                   |   |
| Vehicles and  trailers             |   | 1,149                 |   | 1,142                   |   |
|                               |   | 3,027                 |   | 3,016                   |   |
| Less accumulated  depreciation     |   | 2,375                 |   | 2,317                   |   |
| Net property,  plant and equipment |   | $                     | 652    |                    | $      | 699 |   |

 

 

NOTE D -SHAREHOLDERS’ EQUITY

 

Authorized stock of theCompany consists of 10,000,000 shares of $.001 par value common stock and5,000,000 shares of $.001 par value preferred stock.  No shares of preferred stock have been issued.

 

The Company has two stockoption plans which allow officers, directors and key employees of the companyto receive non-qualified and incentive stock options. The Company awarded50,000 stock options to directors during the quarter ended December 31, 2002.There were options for 390,000 shares of stock available for grant at December31, 2002.

 

 

6

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NOTE E - SEGMENT DISCLOSURE

 

The Companyoperates in two business segments: Axle and Tire Reconditioning and HousingAccessories. These segments have been determined by evaluating the company’sinternal reporting structure and nature of products offered.

 

Axle and TireReconditioning: The Company provides reconditioned axles and tires tomanufactured housing factories.

 

HousingAccessories: The Company provides skirting, siding, and other aftermarketaccessories to manufactured housing dealers and contractors.

 
| ** **                       |   | **Axle &  Tire**

**Reconditioning** |   | **Housing**

**Accessories** |   | **Total** |   |
|----------------------------------|--------|------------------------------------------|--------|------------------------------|--------|-----------|--------|
| Three months  ended Dec 31, 2002 |   |                                     |   |                         |   |      |   |
|                             |   |                                     |   |                         |   |      |   |
| Operating  revenue               |   | 3,787                                    |   | 1,131                        |   | 4,918     |   |
| Operating income  (loss)         |   | (1                                       | )      | (1                           | )      | (2        | )      |
| Depreciation                     |   | 40                                       |   | 19                           |   | 59        |   |
|                             |   |                                     |   |                         |   |      |   |
| Three months  ended Dec 31, 2001 |   |                                     |   |                         |   |      |   |
|                             |   |                                     |   |                         |   |      |   |
| Operating  revenue               |   | 3,314                                    |   | 1,081                        |   | 4,395     |   |
| Operating income  (loss)         |   | (67                                      | )      | (112                         | )      | (179      | )      |
| Depreciation                     |   | 90                                       |   | 27                           |   | 117       |   |

 

The Company does not assign interest income, interestexpense, other income or income taxes to operating segments. Identifiableassets and related capital expenditures are assigned to operating locationsrather than operating segments, with depreciation allocated to the segmentsbased upon usage.

 

**Item2.****           ****Management’s Discussion and Analysisof Financial Condition and Results of Operations**

 

All period references are to the three monthperiods ended December 31, 2002 and 2001, unless otherwise indicated.  Quarterly financial results may not beindicative of the financial results for any future period.  This Form 10-Q contains certain forward-looking statementswhich are based on management’s current expectations.  The forward-looking statements are subject to certain risks and uncertainties.  The words “believe,” “expect,” “anticipate,”“intend,” “estimate,” “will,” “should,” “could,” and other expressions thatindicate future events and trends identify forward-looking statements.  The Company has identified risk factorswhich could cause actual results to differ substantially from the forwardlooking statements.  These risk factorsinclude, but are not limited to, general economic conditions, changes ininterest rates, availability of financing, real estate values, competitive pressureon both the purchasing of used axles and tires from manufactured housingdealers and the selling of refurbished axles and tires to manufactured housingfactories, adverse weather conditions, the economic viability of our customersand vendors, changes in legislation or regulations, and the availability ofqualified employees.

 

7

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T.J.T., Inc. has two business lines: axle and tirereconditioning, and accessories and siding distribution.

 

Axles and tires are purchased frommanufactured homes dealers and reconditioned in five locations in the westernUnited States.  After axles arereconditioned and certified and tires are inspected and graded, they are soldprimarily to manufactured housing factories.

 

Axle and tire reconditioning is performed atthe Company’s locations in Emmett, Idaho; Centralia, Washington; Woodland,California; Platteville, Colorado; and Phoenix, Arizona.  The Company maintains a manufacturing facilityin Eugene, Oregon which manufactures metal hanger parts for attaching axles tomanufactured homes and frame components used on manufactured home chassis.

 

The Company sells accessories to manufactured home dealersand set-up contractors from its locations in Washington, Colorado, Idaho andSalem, Oregon.  The major product linesare vinyl skirting, piers, and related products through the Company’sdistribution channels which comprise approximately 650 dealers.  The Company also sells vinyl siding to thesite-built construction industry out of its Emmett, Idaho location.

 

**Results of Operations**

 

The following table sets forth the operatingdata of the company as a percentage of net sales for the periods listed below:

 
|                                         |   | **Three  Months Ended** |   |
|----------------------------------------------|--------|-------------------------|--------|
| ** **                                   |   | **Dec 31,**

**2002**   |   | **Dec 31,**

**2001** |   |
| Axle and tire  reconditioning                |   | 77.0                    | %      | 75.4 | % |
| Manufactured  housing accessories and siding |   | 23.0                    |   | 24.6 |   |
| Gross margin                                 |   | 21.1                    |   | 23.5 |   |
| Selling expense                              |   | 15.3                    |   | 18.0 |   |
| Administrative  expense                      |   | 5.8                     |   | 9.6 |   |
| Interest expense                             |   | 0.0                     |   | 0.0 |   |
| Interest income                              |   | 0.3                     |   | 0.3 |   |
| Investment property  income                  |   | 0.0                     |   | 0.3 |   |
| Other income  (expense)                      |   | 0.0                     |   | 0.1 |   |

 

The manufactured housing industry continuesto experience lower production levels as a result of more restrictive creditstandards and continuation of excessive repossessions.  In the Company’s market area manufacturedhousing shipments decreased 18 percent from the quarter ended December 31, 2001to the quarter ended December 31, 2002 according to statistics from theNational Conference of States on building Codes and Standards.

 

Net sales for the quarter ended December 31,2002 were $4,918,000, an increase of $523,000, or 12%, from the same period ayear ago.  The increase is partially dueto an increase in axle and 

 

8

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tire sales to new factory customers duringthe quarter.  In addition, during thequarter ended December 31, 2001 sales were lower as a result of directcompetition from the Bradley Group, former employees and/or shareholders of theCompany who had previously signed non-compete agreements.  In January of 2002, an injunction wasgranted in favor of the Company prohibiting all members of the Bradley Groupfrom competing against the Company’s axle and tire business.

 

The Company’s overall gross margin was 21.1 percent for the quartercompared to 23.5 percent for the same quarter a year ago.  The decrease is largely due to increasedpurchase costs of used axles and tires combined with lower overall sellingprices resulting from a more competitive market. During the quarter ended December31, 2002, the Company’s gross margin was slightly impacted by the lower marginnew tire sales resulting from the more stringent regulatory requirements thatwere implemented in January of 2002 changing the allowable load limit from 18percent to zero.  The Company expectsthat the effect of new tire sales on gross margin will continue to decreaseover the next two quarters as the lower margin new tires cycle back into theused tire market.

 

Selling and general administrative expensesdecreased $176,000 during the quarter compared to the same period a year agoprimarily as a result of decreased legal expenses.  During the quarter ended December 31, 2001, the Company hadincurred $125,000 of legal expenses to enforce the non-compete agreementsexecuted by members of the Bradley Group.

 

## **Liquidity and Capital Resources**

 

The Company expects thatcash flow from operations combined with the line of credit will be a sufficientsource of liquidity to fund operations. The Company has a $350,000 revolving credit facility secured byreceivables and inventory with a financial institution maturing on May 30,2003.  As of December 31, 2002, theCompany has not borrowed on the line and is in compliance with all loancovenants.

 

**Item 3.    Quantitativeand Qualitative Disclosures about Market Risk**

 

The Company is not required to provide this information pursuant toItem 305(e) of Regulations S-K.

 

**Item 4.    Controlsand Procedures**

 

(a)                                  **Evaluation of Disclosure Controlsand Procedures**

 

Based on their evaluation asof a date within 90 days of the filing date of this Report on Form 10-Q, theCompany’s principal executive officer and principal financial officer haveconcluded that the Company’s disclosure controls and procedures (as defined inRules 13a-14(c) and 15d-14(c) under the Securities Exchange Act of 1934 (the“Exchange Act”) are effective to ensure that information required to bedisclosed by the Company in reports that it files or submits under the ExchangeAct is recorded, processed, summarized and reported within the time periodsspecified in Securities and Exchange Commission rules and forms.

 

9

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(b)                                 **Changes in Internal Controls**

 

There were no significantchanges in the Company’s internal controls or in other factors that couldsignificantly affect the controls subsequent to the date of theirevaluation.  There were no significantdeficiencies or material weaknesses, and therefore there were no correctiveactions taken.

 

 

**PARTII.  OTHER INFORMATION**

 

**Item 1.      Legal Proceedings**

 

Nothing to report

 

**Item 2. Changes in Securities**

 

Nothing to report

 

**Item 3.Defaults Upon Senior Securities**

 

Nothing to report

 

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

 

Nothing to report

 

**Item 5.     Other Information**

 

Nothing to report

 

**6.  Exhibits and Reports on Form 8-K**

 

(a)                                   Exhibit 99.1Certification Pursuant to 18 U.S.C Section 1350, as Adopted Pursuant to Section906 of the Sarbanes-Oxley Act of 2002.Exhibit 99.2 Certification Pursuant to 18 U.S.C. Section 1350, asAdopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

(b)                                  No reports onForm 8-K were filed during the quarter ended December 31, 2002.

 

 

10

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**SIGNATURES**

 

Pursuant to the requirements of theSecurities Exchange Act of 1934, the registrant has caused this report to besigned on its behalf by the undersigned hereunto duly authorized.

 
|   |               |   | T.J.T., INC.                                                           |
|--------|--------------------|--------|------------------------------------------------------------------------|
|   |               |   | Registrant                                                             |
|   |               |   |                                                                   |   |
| Date:  | February  13, 2003 |   | By:                                                                    | /s/ Larry B. Prescott |
|   |               |   | Larry B. Prescott, Senior Vice President and   Chief Financial Officer |

 

11

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**CERTIFICATION PURSUANT TO**

**18 U.S.C. SECTION 1350,**

**AS ADOPTED PURSUANT TO**

**SECTION 302(a) OF THE SARBANES-OXLEY ACT OF 2002**

 

 

I,Terrence J. Sheldon, certify that:

 

1.              I have reviewed thisquarterly report on Form 10Q of T.J.T., Inc.;

 

2.              Based on my knowledge, thisquarterly report does not contain any untrue statement of a material fact oromit to state a material fact necessary to make the statements made, in lightof the circumstances under which such statements were made, not misleading withrespect to the period covered by this quarterly report;

 

3.              Based on my knowledge, thefinancial statements, and other financial information included in thisquarterly report, fairly present in all material respects the financialcondition, results of operations and cash flows of the registrant as of, andfor, the periods presented in this quarterly report;

 

4.              The registrant’s othercertifying officers and I are responsible for establishing and maintainingdisclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and15d-14) for the registrant and we have:

 

a)                                      designed such disclosurecontrols and procedures to ensure that material information relating to theregistrant, including its consolidated subsidiaries, is made known to us byothers within those entities, particularly during the period in which thisquarterly report is being prepared;

 

b)                                     evaluated the effectivenessof the registrant’s disclosure controls and procedures as of a date within 90days prior to the filing date of this quarterly report (the Evaluation Date);and

 

c)                                      presented in this quarterlyreport our conclusions about the effectiveness of the disclosure controls andprocedures based on our evaluation as of the Evaluation Date;

 

5.              The registrant’s othercertifying officers and I have disclosed, based on our most recent evaluation,to the registrant’s auditors and the audit committee of the registrant’s boardof directors (or persons performing the equivalent functions):

 

a)                                      all significant deficienciesin the design or operation of internal controls which could adversely affectthe registrant’s ability to record, process, summarize and report financialdata and have identified for the registrant’s auditors any material weaknessesin internal controls; and

 

12

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b)                                     any fraud, whether or notmaterial, that involves management or other employees who have a significantrole in the registrant’s internal controls; and

 

6.              The registrant’s othercertifying officers and I have indicated in this quarterly report whether ornot there were significant changes in internal controls or in other factorsthat could significantly affect internal controls subsequent to the date of ourmost recent evaluation, including any corrective actions with regard tosignificant deficiencies and material weaknesses.

 

 
| /s/ Terrence J. Sheldon |
|-------------------------|
| Terrence J. Sheldon     |
| Chief Executive Officer |
| February 14, 2003       |

 

 

13

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**CERTIFICATION PURSUANT TO**

**18 U.S.C. SECTION 1350,**

**AS ADOPTED PURSUANT TO**

**SECTION 302(a) OF THE SARBANES-OXLEY ACT OF 2002**

 

 

I,Larry B. Prescott, certify that:

 

1.              I have reviewed thisquarterly report on Form 10Q of T.J.T., Inc.;

 

2.              Based on my knowledge, thisquarterly report does not contain any untrue statement of a material fact oromit to state a material fact necessary to make the statements made, in lightof the circumstances under which such statements were made, not misleading withrespect to the period covered by this quarterly report;

 

3.              Based on my knowledge, thefinancial statements, and other financial information included in thisquarterly report, fairly present in all material respects the financial condition,results of operations and cash flows of the registrant as of, and for, theperiods presented in this quarterly report;

 

4.              The registrant’s othercertifying officers and I are responsible for establishing and maintainingdisclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and15d-14) for the registrant and we have:

 

a)                                      designed such disclosurecontrols and procedures to ensure that material information relating to theregistrant, including its consolidated subsidiaries, is made known to us byothers within those entities, particularly during the period in which thisquarterly report is being prepared;

 

b)                                     evaluated the effectivenessof the registrant’s disclosure controls and procedures as of a date within 90days prior to the filing date of this report (the Evaluation Date); and

 

c)                                      presented in this quarterlyreport our conclusions about the effectiveness of the disclosure controls andprocedures based on our evaluation as of the Evaluation Date;

 

5.              The registrant’s other certifyingofficers and I have disclosed, based on our most recent evaluation, to theregistrant’s auditors and the audit committee of the registrant’s board ofdirectors  (or persons performing theequivalent functions):

 

a)                                      all significant deficienciesin the design or operation of internal controls which could adversely affectthe registrant’s ability to record, process, summarize and report financialdata and have identified for the registrant’s auditors any material weaknessesin internal controls; and

 

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b)                                     any fraud, whether or notmaterial, that involves management or other employees who have a significantrole in the registrant’s internal controls; and

 

6.              The registrant’s othercertifying officers and I have indicated in this quarterly report whether ornot there were significant changes in internal controls or in other factorsthat could significantly affect internal controls subsequent to the date of ourmost recent evaluation, including any corrective actions with regard tosignificant deficiencies and material weaknesses.

 

 
| /s/ Larry B. Prescott   |
|-------------------------|
| Larry B. Prescott       |
| Chief Financial Officer |
| February 14, 2003       |

 

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