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

                                   Form 10-QSB

(Mark One)
       [X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                             SECURITIES EXCHANGE ACT OF 1934

             For the quarterly period ended:         March 31, 2002
                                            ------------------------------------

       [  ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                                  EXCHANGE ACT

             For the transition period from                 to
                                            ---------------    -----------------
                    Commission file number                        000-29549
                                            ------------------------------------

                         Northeast Mortgage Corporation
 -------------------------------------------------------------------------------
                     (Exact name of small business issuer as
                            specified in its charter)

                     Nevada                               86-0972558
--------------------------------------------------------------------------------
             (State or other jurisdiction                (IRS Employer
         of incorporation or organization)             Identification No.)

               800 Main Street South, Southbury, Connecticut 06488
 ------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (203) 262-6110
                            Issuer's telephone number

11601 E. Lusitano Place, Tucson,  Arizona 85748 (Former name, former address and
      former fiscal year, if changed since last report.)


                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDING DURING THE PRECEDING FIVE YEARS

        Check whether the registrant filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the Exchange  Act after the  distribution
of securities under a plan confirmed by a court. Yes No



<PAGE>




                      APPLICABLE ONLY TO CORPORATE ISSUERS

        State the number of shares  outstanding of each of the issuer's  classes
of common equity, as of the latest practical date: March 31, 2002 4,000,000

        Transitional Small Business Disclosure Format (check one).
Yes      ;  No   X
    ----       -----









































<PAGE>



                                    PART I


Item 1.  Financial Statements


                         INDEPENDENT ACCOUNTANT'S REPORT


Northeast Mortgage Corporation


        We have reviewed the accompanying  balance sheets of Northeast  Mortgage
Corporation  as of March  31,  2002  and  December  31,  2001,  and the  related
statements of operations  and cash flows for the three month periods ended March
31, 2002 and 2001.  These  financial  statements are the  responsibility  of the
Company's management.

        We conducted our review in accordance with standards  established by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statement taken as a whole.
Accordingly, we do not express such an opinion.

        Based on our review, we are not aware of any material modifications that
should  be made  to the  accompanying  financial  statements  for  them to be in
conformity with accounting principles generally accepted in the United States of
America.

                                                   Respectfully submitted



                                                   /s/ ROBISON, HILL & CO.
                                                   Certified Public Accountants

Salt Lake City, Utah
May 20, 2002










<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                                 BALANCE SHEETS
<TABLE>
<CAPTION>

                                                                  March 31,      December 31,
ASSETS:                                                             2002             2001
                                                               ---------------  --------------
Current Assets:
<S>                                                            <C>              <C>
     Cash                                                      $       355,539  $      106,030
     Mortgages Receivable                                            9,222,075      26,829,190
     Accounts Receivable                                               626,913         639,156
     Employee Advances                                                  84,673          72,756
     Prepaid Expenses                                                   10,000          10,000
                                                               ---------------  --------------

          Total Current Assets                                      10,299,200      27,657,132
                                                               ---------------  --------------

Fixed Assets - Net                                                     193,991         211,812
                                                               ---------------  --------------

Other Assets:
     Deposits                                                          160,871         152,841
     Notes Receivable - Second Mortgages                                52,800          52,800
     Customer Lists - Net                                              419,639         431,119
                                                               ---------------  --------------

          Total Other Assets                                           633,310         636,760
                                                               ---------------  --------------

          Total Assets                                         $    11,126,501  $   28,505,704
                                                               ===============  ==============

</TABLE>


















<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                                 BALANCE SHEETS
                                   (continued)
<TABLE>
<CAPTION>


                                                                  March 31,      December 31,
LIABILITIES & STOCKHOLDERS' EQUITY                                  2002             2001
                                                               ---------------  --------------
Current Liabilities:
<S>                                                            <C>              <C>
     Note Payable - Bank                                       $        67,600  $       67,600
     Warehouse Line of Credit                                        8,838,456      26,410,742
     Accounts Payable and Accrued Expenses                             365,927         317,670
     Shareholder Payable                                                     -          61,822
                                                               ---------------  --------------

          Total Current Liabilities                                  9,271,983      26,857,834

Long-Term Note Payable - Bank                                          535,034         556,536
                                                               ---------------  --------------

          Total Liabilities                                          9,807,017      27,414,370
                                                               ---------------  --------------

Stockholders' Equity
     Preferred Stock, par value $.001,  10,000,000 shares
          Authorized,  4,600,000 shares issued at March 31, 2002,
          and 4,600,000 shares issued at December 31, 2001               4,600           4,600
     Common Stock, par value $.001,  100,000,000  shares
          Authorized,  4,000,000 shares issued at March 31, 2002,
          4,000,000 shares issued at December 31, 2001                   4,000           4,000
     Additional Paid-In Capital                                      1,082,734       1,082,734
     Retained Earnings (Deficit)                                       228,150               -
                                                               ---------------  --------------

          Total Stockholders' Equity                                 1,319,484       1,091,334
                                                               ---------------  --------------

          Total Liabilities and Stockholders' Equity           $    11,126,501  $   28,505,704
                                                               ===============  ==============
</TABLE>
                       See accompanying notes and accountants' report.












<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                            STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>




                                                                    For the Three Months
                                                                            Ended
                                                                          March 31,
                                                               -------------------------------
                                                                    2002             2001
                                                               ---------------  --------------

<S>                                                            <C>              <C>
Revenues                                                       $     2,269,679  $    2,105,574
                                                               ---------------  --------------

Operating Expenses:
  Sales and Marketing                                                  181,132         157,446
  General and Administrative                                         1,737,576       1,523,557
                                                               ---------------  --------------

      Total Operating Expenses                                       1,918,708       1,681,003
                                                               ---------------  --------------

Net Operating Income (Loss)                                            350,971         424,571

Other Income (Expense):
   Interest Income                                                      83,529             337
   Interest Expense                                                   (206,350)       (148,363)
                                                               ---------------  --------------

Net Income (Loss)                                              $       228,150  $      276,545
                                                               ===============  ==============

Net Income (Loss) per Share                                    $          0.03  $         0.03
                                                               ===============  ==============

                                                                     8,600,000       8,600,000
                                                               ===============  ==============
</TABLE>










                       See accompanying notes and accountants' report.




<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                            STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                 For the three months ended
                                                                          March 31,
                                                               -------------------------------
                                                                    2002             2001
                                                               ---------------  --------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                            <C>              <C>
Net Income (Loss)                                              $       228,150  $      276,545
Adjustments to reconcile net loss to net cash
Provided by operating activities
Depreciation and Amortization                                           29,301          41,000
(Increase) Decrease in Accounts Receivable                              12,243        (110,000)
(Increase) Decrease in Employee Advances                               (11,917)         (7,499)
(Increase) Decrease in Customer Lists                                   (1,000)              -
(Decrease) Increase in Accounts Payable and Accrued Expenses            48,257         (16,220)
                                                               ---------------  --------------
      Net Cash Used in Operating Activities                            305,034         183,826
                                                               ---------------  --------------

CASH FLOWS FROM INVESTING ACTIVITIES:
(Increase) Decrease in Mortgages Receivable                         17,607,115      (8,117,922)
(Increase) Decrease in Deposits                                         (8,030)         (7,500)
                                                               ---------------  --------------
      Net Cash Used in Investing Activities                         17,599,085      (8,125,422)
                                                               ---------------  --------------

CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on Long-term Debt                                             (20,502)              -
Payments on Shareholder Payables                                       (61,822)        (15,001)
Net Borrowing under Line of Credit Arrangements                    (17,572,286)      7,930,926
                                                               ---------------  --------------
      Net Cash Provided by Financing Activities                    (17,654,610)      7,915,925
                                                               ---------------  --------------

Net (Decrease) Increase in
  Cash and Cash Equivalents                                            249,509         (25,671)
Cash and Cash Equivalents
  at Beginning of Period                                               106,030         120,941
                                                               ---------------  --------------
Cash and Cash Equivalents
  at End of Period                                             $       355,539  $       95,270
                                                               ===============  ==============


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
-------------------------------------------------
Cash paid during the year for:
  Interest                                                     $       206,350  $      148,363
  Franchise and income taxes                                   $             -  $            -
</TABLE>
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING
ACTIVITIES: None


                       See accompanying notes and accountants' report.



<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                      FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

        This summary of accounting  policies for Northeast Mortgage  Corporation
is presented to assist in understanding the Company's financial statements.  The
accounting policies conform to generally accepted accounting principles and have
been consistently applied in the preparation of the financial statements.

Interim Reporting

        The  unaudited  financial  statements  as of March 31,  2002 and for the
three  month  period  then ended  reflect,  in the  opinion of  management,  all
adjustments  (which  include  only normal  recurring  adjustments)  necessary to
fairly  state the  financial  position and results of  operations  for the three
months.  Operating results for interim periods are not necessarily indicative of
the results which can be expected for full years.

Organization and Basis of Presentation

        The  Company was  incorporated  under the laws of the State of Nevada on
July 25, 1997.  The Company  ceased all operating  activities  during the period
from July 25, 1997 to October 20, 1999 and was considered dormant.  From October
20,  1999 to March 26,  2002,  the  Company  was in the  development  stage.  On
February  25,  2002,  the  Company  changed  its  name  to  Northeast   Mortgage
Corporation  in  anticipation  of its  acquisition  of the  assets of  Northeast
Mortgage,  LLC, a Connecticut  limited liability company. On March 27, 2002, the
Company  completed  the  acquisition  of the assets of Northeast  Mortgage,  LLC
pursuant to a Contribution  Agreement dated October 30, 2001. The Company,  with
offices in Southbury,  Connecticut, Easton, Massachusetts, and Mesa and Phoenix,
Arizona, is a mortgage lender.

        Since the former members of Northeast  Mortgage,  LLC control 88% of the
Company  after  the  acquisition,   the  transaction  has  been  recorded  as  a
recapitalization of Northeast Mortgage,  LLC. The equity of the Company has been
restated  retroactively  to  reflect  the  recapitalization  on these  financial
statements.

Nature of Business

        The Company is engaged primarily in the mortgage banking  business.  Its
principal  activity is the origination  and sale of mortgage loans.  The Company
does not retain the right to service any of the mortgage loans sold to permanent
investors.  The Company,  as a non  supervised  mortgagee,  also  originates FHA
insured Title II mortgages which are sold to permanent investors.






<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                      FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Cash and Cash Equivalents

        For purposes of the statement of cash flows,  the Company  considers all
highly liquid debt instruments purchased with a maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.

Pervasiveness of Estimates

        The  preparation  of financial  statements in conformity  with generally
accepted  accounting  principles  required  management  to  make  estimates  and
assumptions  that  affect the  reported  amounts of assets and  liabilities  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

Fixed Assets

        Fixed assets are recorded at cost.  Major renewals and  improvements are
capitalized,  while  maintenance  and repairs are expensed when incurred.  As of
March 31, 2002, depreciation is computed as follows:
<TABLE>
<CAPTION>
                                                                 Accumulated
                         Cost          Method         Life      Depreciation         Net
                    --------------- -------------  ----------  ---------------  --------------
Furniture and
<S>                 <C>             <C>             <C>        <C>              <C>
Fixtures            $       288,518  Accelerated    7 Years    $       180,121  $      108,397
Office Equipment            415,080  Accelerated    5 Years            329,486          85,594
                    ---------------                            ---------------  --------------
                    $       703,598                            $       509,607  $      193,991
                    ===============                            ===============  ==============

        As of December 31, 2001, depreciation is computed as follows:

                                                                 Accumulated
                         Cost          Method         Life      Depreciation         Net
                    --------------- -------------  ----------  ---------------  --------------
Furniture and
Fixtures            $       288,518  Accelerated    7 Years    $       172,533  $      115,985
Office Equipment            415,080  Accelerated    5 Years            319,253          95,827
                    ---------------                            ---------------
                    $       703,598                            $       491,786  $      211,812
                    ===============                            ===============  ==============
</TABLE>


<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                      FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Customer Lists

        Customer  Lists  acquired are  recorded at cost and are being  amortized
over their  estimated  useful  lives of fifteen  years using the  straight  line
method.

Income (Loss) per Share

        The  reconciliations  of the  numerators and  denominators  of the basic
income (loss) per share computations are as follows:
<TABLE>
<CAPTION>
                                                                                  Per-Share
                                                  Income           Shares           Amount
                                                  ------           ------           ------
                                                (Numerator)     (Denominator)

                                                 For the three months ended March 31, 2002
                                                 -----------------------------------------
Basic Income (Loss) per Share
<S>                                           <C>                    <C>        <C>
Income (Loss) to common shareholders          $       228,150        8,600,000  $         0.03
                                              ===============  ===============  ==============

                                                 For the three months ended March 31, 2001
                                                 -----------------------------------------
Basic Income (Loss) per Share
Income (Loss) to common shareholders          $       276,545        8,600,000  $         0.03
                                              ===============  ===============  ==============
</TABLE>
        The total number of shares  includes  4,000,000  common  shares that are
issued and  outstanding and 4,600,000  shares of Series A Convertible  Preferred
Stock. The Series A shares are convertible to one share of common stock.

        There are no dilutive  outstanding common stock equivalents at March 31,
2002 and 2001.

Concentration of Credit Risk

        The Company's financial instruments that are exposed to concentration of
credit risk consist  primarily  of cash and  mortgages  receivable.  The Company
places its cash investments with high credit quality institutions. At times such
investments  may be in  excess  of  the  FDIC  insurance  limit.  The  mortgages
receivable are secured by residential real estate.

Income Taxes

        The Company  accounts for income taxes under the  provisions of SFAS No.
109,


<PAGE>




                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                      FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

"Accounting  for Income  Taxes." SFAS No.109  requires  recognition  of deferred
income  tax  assets  and   liabilities   for  the  expected  future  income  tax
consequences,  based on enacted tax laws, of temporary  differences  between the
financial reporting and tax bases of assets and liabilities.

Comprehensive Income

        The Company does not have any  accumulated  comprehensive  income items,
and therefore, is not required to report comprehensive income.

Advertising

        Advertising costs are expensed as incurred.

Revenue Recognition

        Revenue and related  costs are  reflected in the accounts when earned or
incurred.

NOTE 2 - MORTGAGES RECEIVABLE

        Mortgages  Receivable  consist  principally of mortgage loans originated
and  held  for sale to  permanent  investors.  They are held at lower of cost or
market.  Market value is determined by the permanent investor  commitment.  Also
included in Mortgages Receivable are private mortgages,  with terms of three and
six months,  that bear  interest  at 13.99% per annum.  The notes are secured by
residential real estate located in the states of Connecticut and Arizona and are
financed  through the  Company.  The fair value for these  mortgages  receivable
approximate carrying amounts due to the short maturities of these instruments.

NOTE 3 - OPERATING LEASE COMMITMENTS

        The Company  leases  office  space in  Southbury,  Connecticut,  Easton,
Massachusetts  and Mesa and Phoenix,  Arizona under agreements with terms of one
to five  years.  In  addition  to the base  rents,  the  Company is, in general,
responsible  for paying its pro rata share of the increases in real estate taxes
and operating expenses over the base year amounts.

        The Company leases office equipment under agreements with terms of three
years.




<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                      FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                                   (Continued)

NOTE 3 - OPERATING LEASE COMMITMENTS (continued)

        The following  summarizes  the future  minimum lease  payments under all
noncancellable operating lease obligations:

                             2002                          $302,216
                             2003                           292,392
                             2004                           145,447
                             2005                           106,112
                             2006                            62,419

NOTE 4 - DEPOSITS

        Included  in deposits  are amounts  paid to  permanent  investors  under
indemnification  agreements  for loans sold and now serviced by said  investors.
Management expects no future indemnifications,  nor do they expect to repurchase
any loan sold,  and  accordingly,  no provision  has been made in the  financial
statements.

NOTE 5 - PROFIT SHARING PLAN

        On June 1, 1997,  the Company  (employer)  established  a 401(k)  Profit
Sharing Plan.  Any full time employee who has completed  three months of service
and has  attained  age 21 is eligible to  participate.  The  employer can make a
discretionary matching contribution based on the employee elective contribution.
The  contribution,  if any, is  determined  each year.  For 2001,  there were no
matching contribution made.


















<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                      FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                                   (Continued)

NOTE 6 - LINE OF CREDIT
<TABLE>
<CAPTION>
                                                                  March 31,      December 31,
                                                                    2002             2001
                                                               ---------------  --------------

<C>                                                            <C>              <C>
$25,000,000 Line of Credit -Horizon Bank                       $     7,894,262  $   22,799,474
    Interest at Prime plus 1% per annum
    Security interest in all business assets
    and personal guarantee of members and
    their spouses Expires October 31, 2002,

$6,000,000 Line of Credit - People's Bank                      944,194               3,611,268
    Interest at Federal Discount Rate
    Security interest in all business
    assets and personal guarantee
    of  members and their spouses
    Expires June 30, 2002

                                                               ---------------  --------------
              Total Lines Of Credit                            $     8,838,456   $  26,410,742
                                                               ===============  ==============
</TABLE>
NOTE 7 - NOTE PAYABLE - BANK

        On March 29,  2001,  the  Company  signed a new  credit  agreement  with
Newtown  Savings Bank (Bank).  The new agreement  amends the Commercial Note and
Revolving  Loan  Agreement  dated  December 4, 1997  wherein a revolving  credit
facility  was made  available  to the  Company  by the Bank in the amount of One
Million Dollars ($1,000,000).

        The new  agreement,  with a  principal  sum of  $676,000  is  payable in
fifty-nine (59) monthly principal payments of $5,633.33 plus interest commencing
April 29, 2001 with the final payment of the entire unpaid principal  balance of
$343,633.53 plus interest payable on March 29, 2006. Interest is calculated at a
variable  rate per  annum of two  percentage  points  above  the  Prime  Rate as
published by the Wall Street Journal.

NOTE 8 - COMMITMENTS AND CONTINGENCIES

        The Company is involved in various legal  actions  arising in the normal
course of business. The Company is a party in the following pending matters:

        In Luciano et al v. Northeast Mortgage, LLC, the plaintiffs are claiming
damages  as a result of an  alleged  breach of a  commitment  to lend as well as
other tort related claims.  The Company intends to vigorously defend this action
and has joined co-defendant  IndyMac Mortgage Holdings,  Inc. in retaining legal
counsel to represent its interest. The ultimate resolution of this matter is not


<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                      FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                                   (Continued)

NOTE 8 - COMMITMENTS AND CONTINGENCIES (continued)

ascertainable  at this  time.  No  provision  has  been  made  in the  financial
statements related to this claim.

NOTE 9 - RECAPITALIZATION

        On March 27, 2002,  the Company  consummated a  transaction  in which it
acquired  substantially  all of the  assets of  Northeast  Mortgage,  LLC.  (the
"Acquisition").

        The  Company  had  1,000,000  shares  of $.001 par  value  common  stock
outstanding prior to the acquisition. As a result of the acquisition, the former
members of Northeast Mortgage, LLC were issued 3,000,000 shares of the Company's
common stock and 4,600,000  shares of the Company's  Series A Preferred  Stock..
Following the acquisition,  the Company had 4,000,000 shares of common stock and
4,600,000 shares of Series A Preferred Stock issued and outstanding.

        The former principal member of Northeast Mortgage, LLC and the Company's
current President,  Brian P. Rogerson,  became the principal  stockholder of the
Company.  Mr.  Rogerson  now owns  1,650,000  shares  of the  common  stock,  or
approximately  41.25% of the  issued  and  outstanding  common  stock.  The only
significant  stockholder  of the  Company  other  than  the  former  members  of
Northeast  Mortgage,  LLC is Daniel L. Hodges,  who owns  800,000  shares of the
Company's  common  stock.  At the time of the  acquisition,  the  Company had no
assets or liabilities.

        Since the former members of Northeast  Mortgage,  LLC control 88% of the
Company  after  the  acquisition,   the  transaction  has  been  recorded  as  a
recapitalization of Northeast Mortgage,  LLC. The equity of the Company has been
restated  retroactively  to  reflect  the  recapitalization  on these  financial
statements.

NOTE 10 - PREFERRED STOCK

        On  January  8,  2001,  the  Company  authorized  10,000,000  shares  of
Preferred Stock,  designated as Series A and Series B Preferred Stock.  Series A
and Series B Preferred  Stock consist of 5,000,000  shares,  with a par value of
$.001  per  share.  On  January  18,  2002 the  Board of  Directors  approved  a
resolution that  designates the 5,000,000  shares of Series A shares as Series A
Convertible  Preferred  Stock,  with a par value of $.001 per share.  The Stated
Value of each  Series A  Preferred  Share is $.10.  The holders of shares of the
Series A Preferred Stock shall be entitled to receive  dividends when, if and as
declared by the Board of Directors. Each share of Series A Preferred Stock shall
be  convertible,  at the option of the holder,  into one share of the  Company's
common stock.




<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                      FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                                   (Continued)

NOTE 11 - ACQUISITION

        On March 27, 2002 the Company  acquired  all of the assets of  Northeast
Mortgage,  LLC  (NEM).  As a  result  of the  Acquisition,  the  Company  issued
3,000,000  shares of common  stock and  4,600,000  shares of Series A  Preferred
Stock to the  former  members of NEM and the  Acquisition  the  business  of NEM
became the Company's business.  On February 25, 2002, the Company filed Articles
of Amendment to amend and restate the  Articles of  Incorporation  to change the
name  from  Knight  Investment  Ltd.  to  Northeast   Mortgage   Corporation  in
anticipation of the Acquisition.

        The Company is engaged primarily in the mortgage banking  business,  and
as such originate and sell mortgage  loans.  The mortgage loans are  principally
prime  credit  quality  first-lien   mortgage  loans  secured  by  single-family
residences   although  the  Company  also  offers  home  equity  loans  both  in
conjunction  with newly produced  prime credit quality first  mortgages and as a
separate  product.  In addition,  the Company  offers  sub-prime  credit quality
first-lien single-family mortgage loans.

        Before the  acquisition  of NEM,  the Company  was an inactive  publicly
registered shell corporation and had no significant assets or operations.

Item 2.  Management's Discussion and Analysis or Plan of Operation

        The following  statement is made  pursuant to the safe harbor  provision
for forward-looking  statements  described in the Private Securities  Litigation
Reform Act of 1995.  Northeast Mortgage  Corporation may make certain statements
in this Prospectus,  including,  without limitation  statements that contain the
words "believes,"  "anticipates,"  "estimates,"  "expects," and words of similar
import, constitute "forward-looking  statements." Forward-looking statements may
relate to our future growth and  profitability;  the  anticipated  trends in our
industry;  and our  competitive  strengths  and  business  strategies;  Further,
forward-looking statements are based on our current expectations and are subject
to a number of risks,  uncertainties and assumptions relating to our operations,
financial condition and results of operations.  For a discussion of factors that
may affect the  outcome  projected  in such  statements,  see "Risk  Factors and
Investment  Considerations." If any of these risks or uncertainties materialize,
or if any of the underlying  assumptions  prove incorrect,  actual results could
differ   materially   from   results   expressed   or  implied  in  any  of  our
forward-looking  statements.  We do not undertake any obligation to revise these
forward-looking  statements to reflect events or circumstances arising after the
date of this 10QSB.

Acquisition

        On March 27, 2002 we acquired all of the assets of  Northeast  Mortgage,
LLC (NEM). As a result of the  Acquisition,  we issued  3,000,000  shares of our
common stock and 4,600,000  shares of our Series A Preferred Stock to the former
members of NEM and the Acquisition  the business of NEM became our business.  On
February 25, 2002, we filed Articles of Amendment to amend and


<PAGE>



restate our Articles of Incorporation to change our name from Knight  Investment
Ltd. to Northeast Mortgage Corporation in anticipation of the Acquisition.

        We are engaged primarily in the mortgage banking  business,  and as such
originate and sell mortgage  loans.  Our mortgage  loans are  principally  prime
credit quality  first-lien  mortgage loans secured by  single-family  residences
although we also offer home equity loans both in conjunction with newly produced
prime credit quality first mortgages and as a separate product. In addition,  we
offer sub-prime credit quality first-lien single-family mortgage loans.

        Before our  acquisition of NEM we were an inactive  publicly  registered
shell corporation and had no significant assets or operations.

PLAN OF OPERATION

        During the three  months  ended March 31,  2002,  Northeast  focused its
resources in further  establishing a presence in the financial services industry
as a regional mortgage banker.  Its primary goals were to increase the number of
loans originated while controlling and then reducing salaries and other expenses
required to facilitate  the closing of the mortgage  transaction.  In January of
2000  Northeast  established  its own  telemarketing  department to increase the
number of leads available to its sales staff while also  decreasing  advertising
related expenses.  A new Mesa, Arizona office was established in the second half
of 1999. That office has established  itself locally in 2000 and has generated a
profit  for  2001.  In  addition  to  taking  the  necessary  steps to  increase
production we eliminated  and  consolidated a number of salary  positions  while
also  restructuring  the  compensation  plans of all salespeople in an effort to
improve earnings.

First Quarter 2002 as Compared to First  Quarter 2001 Results of Operations  and
Analysis of Financial Condition

        Revenues  increased 8% from  $2,105,574 for the three months ended March
31, 2001 to $2,269,679 for the three months ended March 31, 2002. Net income was
$228,150  for the three  months  ended March 31, 2002  compared to net income of
$276,545 for the three months ended March 31, 2001 - a decrease in net income of
17%.  The  increase  in  revenues  and  decrease  in net  income  was  primarily
attributable  to increases  in accounts  receivable  from  $410,216 in the first
quarter of 2001 to $626,913 for the first quarter of 2002 an increase of 53%. We
expect our  advertising  expenses to remain  constant  since the majority of our
ongoing  expense  related  to  advertising  is  budgeted  through  our  internal
telemarketing  department.  We do not foresee any material increases in costs in
the near future.

       We  originated  459 loans in the first  quarter of 2002, a 2.8%  increase
after the comparable period in 2001 when we originated 442 loans.  These numbers
represent  total loans funded amounts of $62,915,023 in 2002 and  $59,607,088 in
2001.

Seasonality



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        The mortgage banking  industry is generally  subject to seasonal trends.
We are subject to this  seasonality.  Production  tends to  decrease  during the
summer and increase during the fall, winter, and spring.

Market Risk

        Interest rates are the primary market risk Northeast  faces.  Increasing
interest  rates  tend to  decrease  the  number of loans  originated.  Northeast
compensates  for interest rate  increases by offering  variable rate  mortgages,
sub-prime  loans,  and equity  loans,  which tend to gain in  popularity  during
periods of increased interest rates. In periods of decreasing  interest increase
the number of loans originated during the decreasing rate trend.  Investors whom
Northeast sells its loans compete for its business therefore decreasing interest
rate environment has only a positive effect on its results of operations  effect
only.

Liquidity And Capital Resources

        We expect that we will be able to satisfy our cash  requirements for the
next twelve months from its existing cash flow.

Employees

        We do not expect any material change in the number of employees.


                           PART II - OTHER INFORMATION

        ITEM 1.  LEGAL PROCEEDINGS

        The Company is involved in various legal  actions  arising in the normal
course of business. The Company is a party in the following pending matters:

               In Luciano et al v. Northeast  Mortgage,  LLC, the plaintiffs are
claiming  damages as a result of an alleged  breach of a  commitment  to lend as
well as other tort related claims. The Company intends to vigorously defend this
action and has joined co-defendant IndyMac Mortgage Holdings,  Inc. in retaining
legal counsel to represent its interest.  The ultimate resolution of this matter
is not  ascertainable  at this time. No provision has been made in the financial
statements related to this claim.

        ITEM 2.  CHANGES IN SECURITIES

        None.

        ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

        None/Not Applicable.



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        ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITIES HOLDERS

        None/Not Applicable.

        ITEM 5.  OTHER INFORMATION

        None.

        ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

        (a)    EXHIBITS

        The  following  documents  are filed  herewith or have been  included as
exhibits to previous filings with the Commission and are incorporated  herein by
this reference:

               Exhibit No.   Exhibit

               3.1           Articles of Incorporation(1)

               3.2           Amended Articles of Incorporation(1)

               3.3           Bylaws(1)

               3.4           Amended Articles of Incorporation(2)

        (b) On April 11, 2002,  the Company  filed a report on 8-K reporting the
acquisition  of  Northeast  Mortgage,  LLC under  Item 1,  Changes in Control of
Registrant,  Item 2, Acquisition or Disposition of Assets, Item 5, Other Events,
and Item 7, Financial Statements, Pro Forma Financial Information, and Exhibits.

        (1)    Incorporated  herein by reference from Registrant's Form 10SB12G,
               Registration Statement, dated February 16, 2000.

        (2)    Incorporated herein by reference from Registrant's Form 8-K,
               dated April 11, 2002
        .












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                                   SIGNATURES

               In  accordance  with the  requirements  of the Exchange  Act, the
registrant  caused  this  report to be signed on its behalf by the  undersigned,
thereunto duly authorized, this 20th day of May, 2002.

        Northeast Mortgage Corporation



        /s/ Brian Rogerson
        Brian Rogerson
        President

        May 20, 2002