---

---

UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

---

FORM 10-Q

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarter Ended

March 31, 2001

Commission File Number 33-98404

---

T.J.T., INC.(Exact name of registrant as specified in its charter)

WASHINGTON(State or other jurisdiction of
incorporation or organization)

82-0333246(IRS Employer
Identification No.)


843 North Washington, P.O. Box 278, Emmett, Idaho 83617(Address of principal executive offices)

(208) 365-5321(Issuer's telephone number)

---

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 during the preceding
12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements the past
90 days. Yes /x/  No / /

At
March 31, 2001, the registrant had 4,854,739 shares of common stock outstanding.

---

---

---



T.J.T., INC.
Form 10-Q
March 31, 2001

TABLE OF CONTENTS

|                              |  |                                                                                               |  | PAGE
|----------------------------- |  | --------------------------------------------------------------------------------------------- |  | ----
|PART I. FINANCIAL INFORMATION
|Item 1.                       |  | Financial Statements (Unaudited)                                                              |  |     
|                              |  | Balance Sheets at March 31, 2001 and September 30, 2000                                       |  | 3   
|                              |  | Statements of Operation for the Three Months and Six Months Ended
    March 31, 2001 and 2000 |  | 4   
|                              |  | Statements of Cash Flows for the Six Months Ended March 31, 2001 and 2000                     |  | 5   
|                              |  | Notes to Financial Statements                                                                 |  | 6   
|Item 2.                       |  | Management's Discussion and Analysis of Financial Condition and
    Results of Operations     |  | 8   
|PART II. OTHER INFORMATION   
|Item 1.                       |  | Legal Proceedings                                                                             |  | 10  
|Item 2.                       |  | Changes in Securities and Use of Proceeds                                                     |  | 10  
|Item 3.                       |  | Defaults Upon Senior Securitie                                                                |  | 10  
|Item 4.                       |  | Submission of Matters to a Vote of Security Holders                                           |  | 10  
|Item 5.                       |  | Other Information                                                                             |  | 10  
|Item 6.                       |  | Exhibits and Reports on Form 8-K                                                              |  | 10  
|Signatures                    |  | 11                                                                                           

2

---



T.J.T., INC.        BALANCE SHEETS        (Dollars in thousands)

|                                                               |                                                                                                      | March 31,
2001             |                                            | Sept. 30,
2000 |      
|-------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------- | -------------------------- | ------------------------------------------ | -------------- | -----
|Current assets:                                                |                                                                                                      |                            |                                            |                |      
|                                                               | Cash and cash equivalents                                                                            |                            | $                                          | 43             |      
|                                                               | Accounts receivable and notes receivable
(net of allowances for doubtful accounts of $82 and $8)     |                            |                                            | 1,458          |      
|                                                               | Inventories                                                                                          |                            |                                            | 3,472          |      
|                                                               | Income taxes receivable                                                                              |                            |                                            | 8              |      
|                                                               | Prepaid expenses and other current assets                                                            |                            |                                            | 33             |      
|                                                               |                                                                                                      |                            |                                            |                |      
|                                                               |                                                                                                      |                            | Total current assets                       |                |      
|Property, plant and equipment, net of accumulated depreciation |                                                                                                      |                            | 1,155                                      |                |      
|Notes receivable                                               |                                                                                                      |                            | 351                                        |                |      
|Notes receivable from related parties                          |                                                                                                      |                            | 228                                        |                |      
|Real estate held for investment                                |                                                                                                      |                            | 601                                        |                |      
|Deferred charges and other assets                              |                                                                                                      |                            | 152                                        |                |      
|Deferred tax asset                                             |                                                                                                      |                            | 673                                        |                |      
|Goodwill                                                       |                                                                                                      |                            | 828                                        |                |      
|                                                               |                                                                                                      |                            |                                            |                |      
|                                                               |                                                                                                      |                            | Total assets                               |                | $    
|                                                               |                                                                                                      |                            |                                            |                |      
|Current liabilities:                                           |                                                                                                      |                            |                                            |                |      
|                                                               | Line of credit                                                                                       |                            | $                                          | 1,129          |      
|                                                               | Accounts payable                                                                                     |                            |                                            | 784            |      
|                                                               | Accrued liabilities                                                                                  |                            |                                            | 357            |      
|                                                               |                                                                                                      |                            |                                            |                |      
|                                                               |                                                                                                      |                            | Total current liabilities                  |                |      
|                                                               |                                                                                                      |                            |                                            |                |      
|Deferred credits and other noncurrent obligations              |                                                                                                      |                            | 149                                        |                |      
|                                                               |                                                                                                      |                            |                                            |                |      
|                                                               |                                                                                                      |                            | Total liabilities                          |                |      
|                                                               |                                                                                                      |                            |                                            |                |      
|Shareholders' equity:                                          |                                                                                                      |                            |                                            |                |      
|                                                               | Common stock, $.001 par value; 10,000,000 shares authorized; 4,854,739 shares issued and outstanding |                            |                                            | 5              |      
|                                                               | Common stock warrants                                                                                |                            |                                            |               |      
|                                                               | Capital surplus                                                                                      |                            |                                            | 6,181          |      
|                                                               | Retained earnings                                                                                    |                            |                                            | 790            |      
|                                                               | Treasury stock (349,800 shares at cost)                                                              |                            |                                            | (393           | )    
|                                                               |                                                                                                      |                            |                                            |                |      
|                                                               |                                                                                                      | Total shareholders' equity |                                            |                | 6,583
|                                                               |                                                                                                      |                            |                                            |                |      
|                                                               |                                                                                                      |                            | Total liabilities and shareholders' equity |                | $    
|                                                               |                                                                                                      |                            |                                            |                |      

See
accompanying notes to financial statements.

3

---



T.J.T., INC.        STATEMENTS OF OPERATION        (Dollars in thousands except per share amounts)

|                                             |                        | Three Months Ended
March 31, |                          | Six Months Ended
March 31, |     
|-------------------------------------------- | ---------------------- | ---------------------------- | ------------------------ | -------------------------- | ----
|
|Sales (net of returns and allowances):       |                        |                              |                          |                            |     
|                                             | Axles and tires        |                              | $                        | 3,479                      |     
|                                             | Accessories and siding |                              |                          | 1,332                      |     
|                                             |                        |                              |                          |                            |     
|                                             |                        |                              | Total sales              |                            |     
|Cost of goods sold                           |                        |                              |                          |                            |     
|                                             | Axles and tires        |                              |                          | 3,088                      |     
|                                             | Accessories and siding |                              |                          | 938                        |     
|                                             |                        |                              |                          |                            |     
|                                             |                        |                              | Total cost of goods sold |                            |     
|                                             |                        |                              |                          |                            |     
|Gross profit                                 |                        |                              | 785                      |                            |     
|Selling, general and administrative expenses |                        |                              | 1,240                    |                            |     
|                                             |                        |                              |                          |                            |     
|                                             |                        | Operating loss               |                          |                            | (455
|Interest income                              |                        |                              | 19                       |                            |     
|Interest expense                             |                        |                              | 35                       |                            |     
|Investment property income (expense)         |                        |                              | 101                      |                            |     
|Other income                                 |                        |                              | 4                        |                            |     
|                                             |                        |                              |                          |                            |     
|                                             |                        |                              | Loss before taxes        |                            |     
|Income tax benefit                           |                        |                              | 125                      |                            |     
|                                             |                        |                              |                          |                            |     
|                                             |                        |                              | Net loss                 |                            | $   
|                                             |                        |                              |                          |                            |     
|Net loss per common share                    |                        | $                            | (.05                     | )                          | $   
|                                             |                        |                              |                          |                            |     
|Weighted average shares outstanding          |                        |                              | 4,504,939                |                            |     
|                                             |                        |                              |                          |                            |     

See
accompanying notes to financial statements.

4

---



T.J.T., INC.        STATEMENTS OF CASH FLOWS        (Dollars in thousands)

|                                          |                                                                                   | For the
six months
ended March 31,                  |                                                 
|----------------------------------------- | --------------------------------------------------------------------------------- | --------------------------------------------------- | ------------------------------------------------
|
|Cash flows from operating activities:     |                                                                                   |                                                     |                                                 
|                                          | Net loss                                                                          |                                                     | $                                               
|                                          | Adjustments to reconcile net income to net cash provided by operating activities: |                                                     |                                                 
|                                          |                                                                                   | Depreciation and amortization                       |                                                 
|                                          |                                                                                   | Gain on sale of assets                              |                                                 
|                                          |                                                                                   | Change in receivables                               |                                                 
|                                          |                                                                                   | Change in inventories                               |                                                 
|                                          |                                                                                   | Change in prepaid expenses and other current assets |                                                 
|                                          |                                                                                   | Change in accounts payable                          |                                                 
|                                          |                                                                                   | Change in taxes                                     |                                                 
|                                          |                                                                                   | Change in other assets and liabilities              |                                                 
|                                          |                                                                                   |                                                     |                                                 
|                                          |                                                                                   |                                                     | Net cash provided (used) by operating activities
|                                          |                                                                                   |                                                     |                                                 
|Cash flows from investing activities:     |                                                                                   |                                                     |                                                 
|                                          | Additions to property, plant and equipment                                        |                                                     |                                                 
|                                          | Proceeds from sale of assets                                                      |                                                     |                                                 
|                                          | Issuance of notes receivable                                                      |                                                     |                                                 
|                                          | Payments on notes receivable                                                      |                                                     |                                                 
|                                          | Land purchased for investment                                                     |                                                     |                                                 
|                                          | Sale of land purchased for investment                                             |                                                     |                                                 
|                                          |                                                                                   |                                                     |                                                 
|                                          |                                                                                   |                                                     | Net cash provided (used) by investing activities
|                                          |                                                                                   |                                                     |                                                 
|Cash flows from financing activities:     |                                                                                   |                                                     |                                                 
|                                          | Net proceeds from credit line                                                     |                                                     |                                                 
|                                          | Treasury stock transactions                                                       |                                                     |                                                 
|                                          |                                                                                   |                                                     |                                                 
|                                          |                                                                                   |                                                     | Net cash provided (used) by financing activities
|                                          |                                                                                   |                                                     |                                                 
|Net decrease in cash and cash equivalents |                                                                                   |                                                     | (11                                             
|Beginning cash and cash equivalents       |                                                                                   |                                                     | 54                                              
|                                          |                                                                                   |                                                     |                                                 
|Ending cash and cash equivalents          |                                                                                   | $                                                   | 43                                              
|                                          |                                                                                   |                                                     |                                                 
|Supplemental information:                 |                                                                                   |                                                     |                                                 
|                                          | Interest paid                                                                     |                                                     | $                                               
|                                          | Income taxes paid (received)                                                      |                                                     |                                                 
|Noncash transactions:                     |                                                                                   |                                                     |                                                 
|                                          | Sale of land by issuance of notes receivable                                      |                                                     | $                                               

See
accompanying notes to financial statements.

5

---



T.J.T., INC.        NOTES TO FINANCIAL STATEMENTS (unaudited)

NOTE AUNAUDITED INTERIM FINANCIAL STATEMENTS

In the opinion of management, the accompanying unaudited financial statements contain all adjustments (consisting solely of normal recurring adjustments)
necessary to present fairly the financial position of T.J.T., Inc. (the company) and the results of operations and cash flows. Certain reclassifications of prior quarter amounts were made to
conform with current quarter presentation, none of which affect previously recorded net income.

NOTE BINVENTORIES

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

|(Dollars in thousands) |       | Mar. 31,
2001 |       | Sept. 30,
2000
|---------------------- | ----- | ------------- | ----- | --------------
|Raw materials          |       | $             | 1,546 |               
|Finished goods         |       |               | 1,926 |               
|                       |       |               |       |               
|                       | Total |               | $     | 3,472         
|                       |       |               |       |               

NOTE CPROPERTY, PLANT AND EQUIPMENT

|(Dollars in thousands)        |                                   | Mar. 31,
2001 |       | Sept. 30,
2000
|----------------------------- | --------------------------------- | ------------- | ----- | --------------
|Land and building             |                                   | $             | 386   |               
|Leasehold improvements        |                                   |               | 370   |               
|Furniture and equipment       |                                   |               | 1,112 |               
|Vehicles and trailers         |                                   |               | 1,379 |               
|                              |                                   |               |       |               
|                              |                                   |               | 3,247 |               
|Less accumulated depreciation |                                   |               | 2,092 |               
|                              |                                   |               |       |               
|                              | Net property, plant and equipment |               | $     | 1,155         
|                              |                                   |               |       |               

NOTE DSHAREHOLDERS' EQUITY

Authorized stock of the company consists of 10,000,000 shares of $.001 par value common stock and 5,000,000 shares of $.001 par value preferred stock. No
shares of preferred stock have been issued.

The
company has a stock option plan which allows officers, directors and key employees of the company to receive non-qualified and incentive stock options. The company did
not award any stock
options to directors and officers during the quarter ended March 31, 2001. There were options for 260,000 shares of stock available for grant at March 31, 2001.

NOTE ESEGMENT DISCLOSURE

The Company operates in two business segments: Axles and Tire Reconditioning and Housing Accessories. These segments have been determined by evaluating the
Company's internal reporting structure and nature of products offered. Investment Real Property was previously reported as a segment but is now a non-operating part of the business due to
the low level of sales and management's intent to discontinue these activities when current property is sold.

6

---

Axles and Tire Reconditioning: The Company provides reconditioned axles and tires to manufactured housing factories.

Housing
Accessories: The Company provides skirting, siding, and other aftermarket accessories to manufactured housing dealers and contractors.

|                                |  | Axle & Tire
Reconditioning |   | Housing
Accessories |   | Total  |  
|------------------------------- |  | -------------------------- | - | ------------------- | - | ------ | -
|Three months ended Mar 31, 2001 |  |                            |   |                     |   |        |  
|Operating revenue               |  | 3,479                      |   | 1,332               |   | 4,811  |  
|Operating income (loss)         |  | (372                       | ) | (83                 | ) | (455   | )
|Depreciation                    |  | 117                        |   | 33                  |   | 150    |  
|Three months ended Mar 31, 2000 |  |                            |   |                     |   |        |  
|Operating revenue               |  | 3,988                      |   | 1,646               |   | 5,634  |  
|Operating income (loss)         |  | (344                       | ) | (339                | ) | (683   | )
|Depreciation                    |  | 170                        |   | 38                  |   | 208    |  
|Six months ended Mar 31, 2001   |  |                            |   |                     |   |        |  
|Operating revenue               |  | 7,359                      |   | 2,968               |   | 10,327 |  
|Operating income (loss)         |  | (668                       | ) | (172                | ) | (840   | )
|Depreciation                    |  | 238                        |   | 72                  |   | 310    |  
|Six months ended Mar 31, 2000   |  |                            |   |                     |   |        |  
|Operating revenue               |  | 8,375                      |   | 3,568               |   | 11,943 |  
|Operating income (loss)         |  | (688                       | ) | (606                | ) | (1,294 | )
|Depreciation                    |  | 338                        |   | 77                  |   | 415    |  

The
Company does not assign interest income, interest expense, other expenses or income taxes to operating segments. Identifiable assets and related capital expenditures are assigned
to operating locations rather than operating segments, with depreciation allocated to the segments based upon usage.

7

---

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

All period references are to the three month or six month periods ended March 31, 2001 and 2000, unless otherwise indicated. Quarterly financial results
may not be indicative of the financial results for any future period. This Form 10-Q contains certain forward-looking statements which are based on management's current
expectations. The Company has identified risk factors which could cause actual results to differ substantially from the forward looking statements. These risk factors include, but are not limited to,
general economic conditions, changes in interest rates, availability of financing, real estate values, competitive pressure on both the purchasing of used axles and tires from manufactured housing
dealers and the selling of refurbished axles and tires to manufactured housing factories, adverse weather conditions, the economic viability of our customers and vendors, changes in legislation or
regulations, and availability of qualified employees.

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

|                                            |  | Three Months Ended |   | Six Months Ended |  
|------------------------------------------- |  | ------------------ | - | ---------------- | -
|
|Axle and tire reconditioning                |  | 72.3               | % | 70.8             | %
|Manufactured housing accessories and siding |  | 27.7               |   | 29.2             |  
|Gross margin                                |  | 16.3               |   | 15.4             |  
|Selling expense                             |  | 17.2               |   | 18.3             |  
|Administrative expense                      |  | 8.5                |   | 9.0              |  
|Interest expense                            |  | 0.7                |   | 0.7              |  
|Interest income                             |  | 0.4                |   | 0.1              |  
|Other income                                |  | 0.1                |   | 0.4              |  
|Investment property income (expense)        |  | 2.1                |   | (0.3             | )

Sales
were $4.8 million for the three months ended March 31, 2001 compared to $5.6 million in the same quarter a year ago. Gross profit was $785,000 compared to
$869,000 for the same quarter in 2000. Gross margin for the quarter was 16.3 percent compared to 15.4 percent for the same period a year ago.

Selling
and general administrative expenses decreased $312,000 during the quarter compared to the same quarter a year ago primarily as a result of decreased payroll costs of $176,000.

The
manufactured housing industry continues to experience an overabundance of new and used homes due in part to overproduction as well as a decrease in consumer demand due to a
tightening of credit requirements. Manufactured housing production facilities as well as numerous sales centers have closed and/or filed for bankruptcy. In the Company's market area the decrease in
manufactured housing production from the quarter ended March 31, 2000 to the quarter ended March 31, 2001 was approximately 27% according to statistics from the National Conference of
States on building Codes and Standards. The decrease in manufactured housing production has also resulted in an relative excess supply of axles and tires. At March 31, 2001 the Company still
has a significant amount of inventory purchased at prices higher than current market acquisition prices. Based on current sales prices the company expects to show limited profit margin on sales of the
higher priced inventory.

On
January 11, 2001 American Homestar Corp (Homestar) filed a petition for bankruptcy under Chapter 11 of the US Bankruptcy Code. Information is not yet available on the
recovery, if any, that the Company will be able to collect of the $72,000 in receivables that was due from Homestar. During the quarter ended December 31, 2000 the Company wrote off $65,000 of
the $72,000 that was due from Homestar. During the quarter ended March 31, 2001 the Homestar production facilities in the

8

---

Company's market area were sold and are currently operating under different ownership. Homestar represented approximately 4% of the Company's sales.

Due
to the losses at the Company's Colorado plant, management decided to scale back activities at the plant to those necessary to service the plants two main customers. Less than ten
employees remain after the reduction was completed on February 16, 2001. The Colorado plant incurred losses of $139,000 and $79,000 for the quarters ended March 31, 2001 and 2000,
respectively. The Company expects sales to decrease approximately $350,000 annually due to the reduction.

Liquidity and Capital Resources

Historically, the company's principal sources of liquidity have been retained earnings from operations as well as borrowings under a revolving line of credit
with a bank. The company has a $3,000,000 maximum bank line of credit secured by designated percentages of eligible accounts receivable and inventories which expires June 30, 2001. The credit
line bears interest at the Federal Funds rate plus 3.25 percent. The Company has not met the various restrictive covenants attached to the revolving credit line and has obtained waivers for the
noncompliance through March 31, 2001.

Authorized
stock of the company consists of 10,000,000 shares of $.001 par value common stock and 5,000,000 shares of $.001 par value preferred stock. No shares of preferred stock
have been issued.

9

---

PART II. 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

On February 20, 2001, a meeting of the holders of common stock was held to elect two individuals to the Company's Board of Directors. Only the holders
of record as of the close of business on December 18, 2000 (the record date) were entitled to notice of and to vote at the meeting. On the record date, there were 4,504,939 shares shares of the
Company's common stock entitled to vote. The stockholders took the following action at the meeting:

Elected
the following two directors, with the votes indicated opposite each director's name:

|                |  | For       |  | Against |  | Withheld
|--------------- |  | --------- |  | ------- |  | --------
|Ulysses B. Mori |  | 3,376,819 |  | 592,200 |  | 59,320  
|Arthur J. Berry |  | 3,376,819 |  | 592,200 |  | 59,320  

Ratified
the appointment of Balukoff Lindstrom & Co., P.A. as the Company's independent auditors for the 2001 fiscal year with the votes indicated:

| |  | For       |  | Against |  | Withheld
| |  | --------- |  | ------- |  | --------
| |  | 4,017,531 |  | 7,500   |  | 3,308   

Item 5. Other Information

Nothing to report

Item 6. Exhibits and Reports on Form 8-K



10

---





SIGNATURES

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

|                   |  | T.J.T., INC.Registrant
|------------------ |  | ----------------------
|Date: May 14, 2001 |  | By:                   

11

---

QuickLinks