---

---

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
June 30, 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
June 30, 2001, the registrant had 4,854,739 shares of common stock outstanding.

---

---

---



T.J.T., INC.    Form 10-Q    June 30, 2001    TABLE OF CONTENTS

|                               |  |                                                                                       |  |                                                                                           |  | PAGE
|------------------------------ |  | ------------------------------------------------------------------------------------- |  | ----------------------------------------------------------------------------------------- |  | ----
|PART I.  FINANCIAL INFORMATION |  |                                                                                      
|                               |  |                                                                                       |  |                                                                                           |  |     
|Item 1.                        |  | Financial Statements (Unaudited)                                                      |  |                                                                                          
|                               |  |                                                                                       |  | Balance Sheets at June 30, 2001 and September 30, 2000                                    |  | 3   
|                               |  |                                                                                       |  | Statements of Operation for the Three Months and Nine Months Ended June 30, 2001 and 2000 |  | 4   
|                               |  |                                                                                       |  | Statements of Cash Flows for the Nine Months Ended June 30, 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                                                                     |  | 9                                                                                        
|Item 2.                        |  | Changes in Securities and Use of Proceeds                                             |  | 10                                                                                       
|Item 3.                        |  | Defaults Upon Senior Securities                                                       |  | 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                     |  | 10                                                                                   

2

---



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

|                                                               |                                                                                                      | June 30,
2001              |                                            | Sept. 30,
2000 |      
|-------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------- | -------------------------- | ------------------------------------------ | -------------- | -----
|Current assets:                                                |                                                                                                      |                            |                                            |                |      
|                                                               | Cash and cash equivalents                                                                            |                            | $                                          | 42             |      
|                                                               | Accounts receivable and notes receivable (net of allowances for doubtful accounts of $86 and $8)     |                            |                                            | 1,541          |      
|                                                               | Inventories                                                                                          |                            |                                            | 2,836          |      
|                                                               | Income taxes receivable                                                                              |                            |                                            |               |      
|                                                               | Prepaid expenses and other current assets                                                            |                            |                                            | 80             |      
|                                                               |                                                                                                      |                            |                                            |                |      
|                                                               |                                                                                                      | Total current assets       |                                            |                | 4,499
|Property, plant and equipment, net of accumulated depreciation |                                                                                                      |                            | 1,053                                      |                |      
|Notes receivable                                               |                                                                                                      |                            | 321                                        |                |      
|Notes receivable from related parties                          |                                                                                                      |                            | 194                                        |                |      
|Real estate held for investment                                |                                                                                                      |                            | 581                                        |                |      
|Deferred charges and other assets                              |                                                                                                      |                            | 165                                        |                |      
|Deferred tax asset                                             |                                                                                                      |                            | 614                                        |                |      
|Goodwill                                                       |                                                                                                      |                            | 809                                        |                |      
|                                                               |                                                                                                      |                            |                                            |                |      
|                                                               |                                                                                                      | Total assets               |                                            | $              | 8,236
|                                                               |                                                                                                      |                            |                                            |                |      
|Current liabilities:                                           |                                                                                                      |                            |                                            |                |      
|                                                               | Line of credit                                                                                       |                            | $                                          | 441            |      
|                                                               | Accounts payable                                                                                     |                            |                                            | 681            |      
|                                                               | Accrued liabilities                                                                                  |                            |                                            | 311            |      
|                                                               |                                                                                                      |                            |                                            |                |      
|                                                               |                                                                                                      | Total current liabilities  |                                            |                | 1,433
|Deferred credits and other noncurrent obligations              |                                                                                                      |                            | 151                                        |                |      
|                                                               |                                                                                                      |                            |                                            |                |      
|                                                               |                                                                                                      | Total liabilities          |                                            |                | 1,584
|                                                               |                                                                                                      |                            |                                            |                |      
|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                                                                                    |                            |                                            | 859            |      
|                                                               | Treasury stock (349,800 shares at cost)                                                              |                            |                                            | (393           | )    
|                                                               |                                                                                                      |                            |                                            |                |      
|                                                               |                                                                                                      | Total shareholders' equity |                                            |                | 6,652
|                                                               |                                                                                                      |                            |                                            |                |      
|                                                               |                                                                                                      |                            | 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
June 30, |           | Nine Months Ended
June 30, |      
|-------------------------------------------- | ----------------------- | --------------------------- | --------- | -------------------------- | -----
|
|Sales (net of returns and allowances):       |                         |                             |           |                            |      
|                                             | Axles and tires         |                             | $         | 3,980                      |      
|                                             | Accessories and siding  |                             |           | 1,526                      |      
|                                             |                         |                             |           |                            |      
|                                             |                         | Total sales                 |           |                            | 5,506
|Cost of goods sold                           |                         |                             |           |                            |      
|                                             | Axles and tires         |                             |           | 3,199                      |      
|                                             | Accessories and siding  |                             |           | 1,110                      |      
|                                             |                         |                             |           |                            |      
|                                             |                         | Total cost of goods sold    |           |                            | 4,309
|                                             |                         |                             |           |                            |      
|                                             | Gross profit            |                             |           | 1,197                      |      
|Selling, general and administrative expenses |                         |                             | 1,137     |                            |      
|                                             |                         |                             |           |                            |      
|                                             | Operating income (loss) |                             |           | 60                         |      
|Interest income                              |                         |                             | 16        |                            |      
|Interest expense                             |                         |                             | 11        |                            |      
|Investment property income (expense)         |                         |                             | 62        |                            |      
|Other income                                 |                         |                             | 1         |                            |      
|                                             |                         |                             |           |                            |      
|                                             |                         | Income (loss) before taxes  |           |                            | 128  
|Income tax benefit (expense)                 |                         |                             | (59       | )                          |      
|                                             |                         |                             |           |                            |      
|                                             |                         | Net income (loss)           |           | $                          | 69   
|                                             |                         |                             |           |                            |      
|Net income (loss) per common share           |                         | $                           | .02       |                            | $    
|                                             |                         |                             |           |                            |      
|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 Nine months ended
June 30,                  |                                                 
|----------------------------------------- | --------------------------------------------------------------------------------- | --------------------------------------------------- | ------------------------------------------------
|
|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 |                                                                                   |                                                     | (12                                             
|Beginning cash and cash equivalents       |                                                                                   |                                                     | 54                                              
|                                          |                                                                                   |                                                     |                                                 
|Ending cash and cash equivalents          |                                                                                   | $                                                   | 42                                              
|                                          |                                                                                   |                                                     |                                                 
|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) |       | June 30,
2001 |       | Sept. 30,
2000
|---------------------- | ----- | ------------- | ----- | --------------
|Raw materials          |       | $             | 1,484 |               
|Finished goods         |       |               | 1,352 |               
|                       |       |               |       |               
|                       | Total |               | $     | 2,836         
|                       |       |               |       |               

NOTE CPROPERTY, PLANT AND EQUIPMENT

|(Dollars in thousands)        |                                   | June 30,
2001 |       | Sept. 30,
2000
|----------------------------- | --------------------------------- | ------------- | ----- | --------------
|Land and building             |                                   | $             | 386   |               
|Leasehold improvements        |                                   |               | 370   |               
|Furniture and equipment       |                                   |               | 1,113 |               
|Vehicles and trailers         |                                   |               | 1,385 |               
|                              |                                   |               |       |               
|                              |                                   |               | 3,254 |               
|Less accumulated depreciation |                                   |               | 2,201 |               
|                              |                                   |               |       |               
|                              | Net property, plant and equipment |               | $     | 1,053         
|                              |                                   |               |       |               

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 June 30, 2001. There were options for 435,000 shares of stock available for grant at June 30, 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 June 30, 2001 |                         |                            |        |                     |       |       |       
|                                 | Operating revenue       |                            | 3,980  |                     | 1,526 |       | 5,506 
|                                 | Operating income (loss) |                            | 136    |                     | (76   | )     | 60    
|                                 | Depreciation            |                            | 111    |                     | 32    |       | 143   
|                                 |                         |                            |        |                     |       |       |       
|Three months ended June 30, 2000 |                         |                            |        |                     |       |       |       
|                                 | Operating revenue       |                            | 5,396  |                     | 2,033 |       | 7,429 
|                                 | Operating income (loss) |                            | (171   | )                   | (42   | )     | (213  
|                                 | Depreciation            |                            | 164    |                     | 37    |       | 201   
|                                 |                         |                            |        |                     |       |       |       
|Nine months ended June 30, 2001  |                         |                            |        |                     |       |       |       
|                                 | Operating revenue       |                            | 11,339 |                     | 4,494 |       | 15,833
|                                 | Operating income (loss) |                            | (576   | )                   | (204  | )     | (780  
|                                 | Depreciation            |                            | 349    |                     | 104   |       | 453   
|                                 |                         |                            |        |                     |       |       |       
|Nine months ended June 30, 2000  |                         |                            |        |                     |       |       |       
|                                 | Operating revenue       |                            | 13,771 |                     | 5,601 |       | 19,372
|                                 | Operating income (loss) |                            | (811   | )                   | (696  | )     | (1,507
|                                 | Depreciation            |                            | 502    |                     | 114   |       | 616   

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.

NOTE FRECENTLY ISSUED ACCOUNTING STANDARDS

In
July 2001, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards (SFAS) No. 141, "Business Combinations" and No. 142, "Goodwill and
Other Intangible Assets". SFAS 141 requires business combinations to be accounted for by the purchase method starting July 1, 2001. SFAS 142 requires intangible assets to be
amortized over their useful life if determinable. Intangible assets with indeterminable lives (such as goodwill) are no longer subject to amortization, rather they are subject to impairment by
applying a fair-value-based test. SFAS 142 must be adopted by the Company on October 1, 2002 unless the Company elects to early adopt the provisions
on October 1, 2001. The Company has $809,000 of goodwill as of June 30, 2001 and is recognizing $19,000 of related amortization expense each quarter. The Company is in the process of
determining what the effect of SFAS 141 and 142 will be on earnings and financial position.

7

---

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

All
period references are to the three month or nine month periods ended June 30, 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 |   | Nine Months Ended |  
|------------------------------------------- |  | ------------------ | - | ----------------- | -
|
|Axle and tire reconditioning                |  | 72.3               | % | 72.6              | %
|Manufactured housing accessories and siding |  | 27.7               |   | 27.4              |  
|Gross margin                                |  | 21.7               |   | 16.1              |  
|Selling expense                             |  | 14.8               |   | 13.6              |  
|Administrative expense                      |  | 5.8                |   | 5.3               |  
|Interest expense                            |  | 0.2                |   | 0.5               |  
|Interest income                             |  | 0.3                |   | 0.3               |  
|Other income                                |  | 0.0                |   | 0.0               |  
|Investment property income (expense)        |  | 1.1                |   | 0.5               |  

Sales
were $5.5 million for the three months ended June 30, 2001 compared to $7.4 million in the same quarter a year ago. Gross profit was $1,197,000 compared to $1,195,000 for
the same quarter in 2000. Gross margin for the quarter was 21.7 percent compared to 16.1 percent for the same period a year ago.

Selling
and general administrative expenses decreased $271,000 during the quarter compared to the same quarter a year ago primarily as a result of decreased payroll costs of $281,000.

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 June 30, 2000 to the quarter ended June 30, 2001 was approximately 22%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.

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 previously
maintained a $3,000,000 maximum bank line of credit secured by designated percentages of eligible accounts receivable and inventories and bearing interest at the federal funds rate plus 3.25% which
was scheduled to expire June 30, 2001. The line of credit has been amended to provide for a $750,000 maximum, an expiration date of October 31, 2001, and an interest rate of prime plus
2%. The

8

---

Company has not met the various restrictive covenants attached to the revolving credit line and has obtained waivers for noncompliance through June 30, 2001.

While
waivers for noncompliance have so far been obtained by the Company, there is no assurance that waivers will be obtained in the future, or that the line of credit will be extended past
October 31, 2001.
Should the Company be unable to obtain a waiver or extend the line of credit, the Company may be required to pay down the line of credit or convert the line to an asset based loan. Asset based lenders
typically have 2-5% higher interest rates than bank operating lines.

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

On
July 9, 2001, the Company instituted legal action in the District Court of the Third Judicial District, State of Idaho, against Patricia I. Bradley, Darren M. Bradley, B. Kelly Bradley, Mark
T. Wilson, Richard L. Morris, Mark W. Bradley, George Bayn and Mary Carter (the "Bradley Group") who are all former employees and/or shareholders of the Company. The lawsuit seeks monetary damages and
injunctive relief based upon the defendants' breach of covenants not to compete with the Company which were granted to the Company by members of the Bradley Group in November 1996 when the
Company acquired Bradley Enterprises, Inc. by merger from the Bradley Group.

The
lawsuit also seeks monetary damages from Patricia I. Bradley, Darren M. Bradley and B. Kelly Bradley for breach of their fiduciary duty while they were members of the Board of Directors of the
Company. The Company's business and operations will be negatively impacted by competition from the Bradley Group, primarily in the states of Washington and Oregon.

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

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: August 14, 2001 |  | By:                   
|                      |  |                       

12

---

QuickLinks