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: June 30, 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


                (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:  June 30, 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 June  30,  2002  and  December  31,  2001,  and  the  related
statements  of  operations  for the three and six months ended June 30, 2002 and
2001,  and cash flows for the six months  ended  June 30,  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 generally accepted accounting principles.

                                                    Respectfully submitted



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

Salt Lake City, Utah
August 13, 2002










<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                                 BALANCE SHEETS






                                                      June 30,      December 31,
ASSETS:                                                  2002          2001
                                                      -----------   -----------
Current Assets:
     Cash ..........................................  $   102,037   $   106,030
     Mortgages Receivable ..........................   11,870,611    26,829,190
     Accounts Receivable ...........................      621,379       639,156
     Employee Advances .............................      111,522        72,756
     Prepaid Expenses ..............................       10,000        10,000
                                                      -----------   -----------

          Total Current Assets .....................   12,715,549    27,657,132
                                                      -----------   -----------

Fixed Assets - Net .................................      188,173       211,812
                                                      -----------   -----------

Other Assets:
     Deposits ......................................      171,298       152,841
     Notes Receivable - Second Mortgages ...........       52,800        52,800
     Customer Lists - Net ..........................      234,639       311,613
     Deferred Tax Assets ...........................       60,900        40,600
                                                      -----------   -----------

          Total Other Assets .......................      519,637       557,854
                                                      -----------   -----------

          Total Assets .............................  $13,423,359   $28,426,798
                                                      ===========   ===========



















<PAGE>

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



                                                                    June 30,      December 31,
LIABILITIES & STOCKHOLDERS' EQUITY                                    2002           2001
                                                                  ------------    ------------
Current Liabilities:
<S>                                                               <C>             <C>
     Note Payable - Bank ......................................   $     67,600    $     67,600
     Warehouse Line of Credit .................................     11,422,393      26,410,742
     Accounts Payable and Accrued Expenses ....................        304,588         317,670
     Income Taxes Payable .....................................         43,390            --
     Shareholder Payable ......................................           --            61,822
                                                                  ------------    ------------

          Total Current Liabilities ...........................     11,837,971      26,857,834

Long-Term Note Payable - Bank .................................        517,389         556,536
                                                                  ------------    ------------

          Total Liabilities ...................................     12,355,360      27,414,370
                                                                  ------------    ------------

Stockholders' Equity
     Preferred Stock, par value $.001, 10,000,000 shares
          Authorized, 4,600,000 shares issued at June 30, 2002,
          and -0- shares issued at December 31, 2001 ..........          4,600            --
     Common Stock, par value $.001, 100,000,000 shares
          Authorized, 4,000,000 shares issued at June 30, 2002,
          1,000,000 shares issued at December 31, 2001 ........          4,000           1,000
     Additional Paid-In Capital ...............................      1,082,734       1,090,334
     Retained Earnings (Deficit) ..............................        (23,335)        (78,906)
                                                                  ------------    ------------

          Total Stockholders' Equity ..........................      1,067,999       1,012,428
                                                                  ------------    ------------

          Total Liabilities and Stockholders' Equity ..........   $ 13,423,359    $ 28,426,798
                                                                  ============    ============
</TABLE>







                    The  accompanying  notes  are  an  integral  part  of  these
financial statements.



<PAGE>



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



                                              For the Three Months                     For the Six Months
                                                      Ended                                  Ended
                                                    June 30,                                June 30,
                                      -------------------------------------  --------------------------------------
                                            2002                2001                2002                2001
                                      -----------------   -----------------  ------------------  ------------------

<S>                                   <C>                 <C>                <C>                 <C>
Revenues                              $       2,576,173   $       2,187,575  $        4,845,852  $        4,293,149
                                      -----------------   -----------------  ------------------  ------------------

Operating Expenses:
  Sales and Marketing                           204,201             191,903  385,333                        349,349
  General and Administrative                  2,402,023           2,022,546           4,169,476           3,546,103
                                      -----------------   -----------------  ------------------  ------------------

      Total Operating Expenses                2,606,224           2,214,449           4,554,809           3,895,452
                                      -----------------   -----------------  ------------------  ------------------

Net Operating Income (Loss)                     (30,051)            (26,874)            291,043             397,697

Other Income (Expense):
  Interest Income                                27,956                 269             111,485                 606
  Interest Expense                             (117,517)           (128,270)           (323,867)           (276,633)
                                      -----------------   -----------------  ------------------  ------------------

Net Income (Loss) Before
  Income Taxes and Effect of
  Change in Accounting
  Principle                                    (119,612)           (154,875)             78,661             121,670

Income Tax (Expense) Benefit
  Current Federal Tax                            18,151                   -             (33,224)                  -
  Current State Tax                               6,945                   -             (10,166)                  -
  Deferred Income Tax                            10,150                   -              20,300                   -
                                      -----------------   -----------------  ------------------  ------------------

Net Income (Loss) Before
  Effect of Change in
  Accounting Principle                          (84,366)           (154,875)             55,571             121,670

Effect of Change in
  Accounting Principle                                -             (29,877)                  -             (59,754)
                                      -----------------   -----------------  ------------------  ------------------

Net Income (Loss)                     $         (84,366)  $        (184,752) $           55,571  $           61,916
                                      =================   =================  ==================  ==================
</TABLE>




<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                            STATEMENTS OF OPERATIONS
                                   (continued)
<TABLE>
<CAPTION>





                                              For the Three Months                     For the Six Months
                                                      Ended                                  Ended
                                                    June 30,                                June 30,
                                      -------------------------------------  --------------------------------------
                                            2002                2001                2002                2001
                                      -----------------   -----------------  ------------------  ------------------

Net Income (Loss) per Share
  Before Effect of Change in
<S>                                   <C>                 <C>                <C>                 <C>
  Accounting Principle                $          (0.01)   $          (0.15)  $             0.01  $             0.12
                                      =================   =================  ==================  ==================

Net Income (Loss) per Share
  Effect of Change in
  Accounting Principle                $               -   $          (0.03)  $                -  $           (0.06)
                                      =================   =================  ==================  ==================

Net Income (Loss) per Share
  After Effect of Change in
  Accounting Principle                $          (0.01)   $          (0.18)  $             0.01  $             0.06
                                      =================   =================  ==================  ==================

                                              8,600,000           1,000,000           8,600,000           1,000,000
                                      =================   =================  ==================  ==================

</TABLE>











                    The  accompanying  notes  are  an  integral  part  of  these
financial statements.




<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                            STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                                    For the six months ended
                                                                                            June 30,
                                                                             --------------------------------------
                                                                                    2002                2001
                                                                             ------------------  ------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                          <C>                 <C>
Net Income (Loss)                                                            $           55,571  $           61,916
Adjustments to reconcile net loss to net cash
Provided by operating activities
Depreciation and Amortization                                                           112,615             141,757
(Increase) Decrease in Deferred Tax Asset                                               (20,300)
(Increase) Decrease in Accounts Receivable                                               17,777             (76,627)
(Increase) Decrease in Employee Advances                                                (38,767)             49,541
(Increase) Decrease in Customer Lists                                                         -                   -
(Decrease) Increase in Accounts Payable and Accrued Expenses                             30,307            (185,794)
                                                                             ------------------  ------------------
      Net Cash Used in Operating Activities                                             157,203              (9,207)
                                                                             ------------------  ------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Equipment                                                                   (12,000)                  -
(Increase) Decrease in Mortgages Receivable                                          14,958,579          (8,197,876)
(Increase) Decrease in Deposits                                                         (18,457)             (7,500)
                                                                             ------------------  ------------------
      Net Cash Used in Investing Activities                                          14,928,122          (8,205,376)
                                                                             ------------------  ------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on Long-term Debt                                                              (39,147)                  -
Payments on Shareholder Payables                                                        (61,822)           (119,060)
Net Borrowing under Line of Credit Arrangements                                     (14,988,349)          8,270,202
                                                                             ------------------  ------------------
      Net Cash Provided by Financing Activities                                     (15,089,318)          8,151,142
                                                                             ------------------  ------------------

Net (Decrease) Increase in
  Cash and Cash Equivalents                                                              (3,993)            (63,441)
Cash and Cash Equivalents
  at Beginning of Period                                                                106,030             120,941
                                                                             ------------------  ------------------
Cash and Cash Equivalents
  at End of Period                                                           $          102,037  $           57,500
                                                                             ==================  ==================


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
-------------------------------------------------
Cash paid during the year for:
  Interest                                                                   $          323,867  $          148,363
  Franchise and income taxes                                                 $                -  $                -

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING
ACTIVITIES: None
</TABLE>
                    The  accompanying  notes  are  an  integral  part  of  these
financial statements.


<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE SIX MONTHS ENDED JUNE 30, 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 June 30, 2002 and for the six
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 six  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 SIX MONTHS ENDED JUNE 30, 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
June 30, 2002, depreciation is computed as follows:
<TABLE>
<CAPTION>
                                                                                Accumulated
                               Cost              Method           Life         Depreciation             Net
                         -----------------  ----------------  ------------  -------------------  ------------------
<S>                      <C>                <C>               <C>           <C>                  <C>
Furniture and
Fixtures                 $         288,518    Accelerated       7 Years     $           187,708  $          100,810
Office Equipment                   427,081    Accelerated       5 Years                 339,718              87,363
                         -----------------                                  -------------------
                         $         715,599                                  $527,426             $          188,173
                         =================                                  ===================  ==================

         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 SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                   (Continued)

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

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 June 30, 2002
                                                                 ----------------------------------------
Basic Income (Loss) per Share
<S>                                                     <C>                           <C>        <C>
Income (Loss) to common shareholders                    $          (84,366)           8,600,000  $           (0.01)
                                                        ==================  ===================  ==================

                                                                 For the three months ended June 30, 2001
                                                                 ----------------------------------------
Basic Income (Loss) per Share
Income (Loss) to common shareholders                    $         (184,752)           1,000,000  $           (0.18)
                                                        ==================  ===================  ==================

                                                                  For the six months ended June 30, 2002
                                                                  --------------------------------------
Basic Income (Loss) per Share

Income (Loss) to common shareholders                    $           55,571            8,600,000  $             0.01

                                                        ==================  ===================  ==================

                                                                  For the six months ended June 30, 2001
                                                                  --------------------------------------
Basic Income (Loss) per Share
Income (Loss) to common shareholders                    $           61,916            1,000,000  $             0.06
                                                        ==================  ===================  ==================
</TABLE>
         The total number of shares at June 30, 2002,  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.  The total number of shares at June 30, 2001  includes  1,000,000
common shares that are issued and outstanding.

         There are no dilutive  outstanding common stock equivalents at June 30,
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.


<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                   (Continued)

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

Income Taxes

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


Recent Accounting Pronouncements

         In June 2001, the Financial  Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") 141, Business Combinations,
and SFAS 142,  Goodwill and  Intangible  Assets.  SFAS 141 is effective  for all
business  combinations  completed after June 30, 2001. SFAS 142 is effective for
fiscal years beginning after December 15, 2001;  however,  certain provisions of
this Statement apply to goodwill and other  intangible  assets acquired  between
July 1, 2001 and the  effective  date of SFAS  142.  Major  provisions  of these
Statements and their effective dates for the Company are as follows:










<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                   (Continued)

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

         (a)      All business  combinations  initiated after June 30, 2001 must
                  use  the  purchase  method  of  accounting.   The  pooling  of
                  interests  method  of  accounting  is  prohibited  except  for
                  transactions initiated before July 1, 2001.
         (b)      Intangible  assets acquired in a business  combination must be
                  recorded   separately   from   goodwill  if  they  arise  from
                  contractual  or other legal rights or are  separable  from the
                  acquired entity and can be sold, transferred, licensed, rented
                  or  exchanged,  either  individually  or as part of a  related
                  contract, asset or liability.
         (c)      Goodwill,  as well as intangible assets with indefinite lives,
                  acquired after June 30, 2001, will not be amortized.
         (d)      Effective January 1, 2002, all previously  recognized goodwill
                  and intangible  assets with indefinite lives will no longer be
                  subject to amortization.
         (e)      Effective January 1, 2002, goodwill and intangible assets with
                  indefinite  lives will be tested for  impairment  annually and
                  whenever there is an impairment indicator.
         (f)      Effective  January 1,  2002,  the  useful  life of  intangible
                  assets  with finite  lives will be  evaluated  each  reporting
                  period to determine whether events and circumstances warrant a
                  revision to the remaining period of amortization.
         (g)      All acquired  goodwill must be assigned to reporting units for
                  purposes of impairment testing and segment reporting.

         On January 1, 2002, the Company  adopted SFAS 142 and as required,  the
useful lives of the customer lists were evaluated and the remaining amortization
periods  adjusted  accordingly.  Prior to the  adoption of SFAS 142, the Company
amortized  the customer  lists over an estimated  useful life of fifteen  years.
Since the adoption of SFAS 142, the Company amortizes the customer lists over an
estimated  useful life of five years.  The effect of the  accounting  change and
related income tax effects are presented in the statement of  operations,  along
with the per-share effect of the accounting change.

NOTE 2 - MORTGAGES RECEIVABLE

         Mortgages  Receivable consist principally of real estate 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 real estate  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.

         Losses are  recorded as  incurred.  The Company  has no  provision  for
losses because it has never had a  delinquency.  The  probability  for a loss is
immaterial,  due to the fact  that the  loans  are sold to  permanent  investors
before funding.


<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                   (Continued)

NOTE 3 - CUSTOMER LISTS

         The Company  acquired its customer lists through  direct  purchase from
various  vendors.  These are recorded at cost and  amortized  using the straight
line  method over five  years,  which is the  estimated  useful  life.  With the
formation of the Company's telemarketing department,  the customer lists are now
a  component  of the  Company's  data base,  and  through  statistical  reports,
impairment is evaluated on an annual basis.

NOTE 4 - INCOME TAXES

         Deferred taxes result from temporary  differences in the recognition of
income and expenses for income tax reporting and financial  statement  reporting
purposes. The Company had deferred tax benefits (expenses) of $59,753 and $0 for
the six months  ended June 30, 2002 and 2001  respectively.  These  deferred tax
benefits  are the result of  differences  between book and tax  amortization  of
intangible assets.

         The  difference  between the effective  income tax rate and the federal
statutory  income tax rate on the loss from continuing  operations are presented
below:
<TABLE>
<CAPTION>
                                                                                    For the Six Months Ended
                                                                                            June 30,
                                                                             --------------------------------------
                                                                                    2002                2001
                                                                                                    (Pro Forma)
                                                                             ------------------  ------------------

<S>                                                                          <C>                 <C>
Expense (Benefit) at the federal statutory rate of 34%                       $           25,785  $           21,060
Effect on opening deferred taxes of reduction in tax rate                                20,300              20,300
Nondeductible expenses                                                                      938               1,020
State Income Taxes                                                                       (3,456)             (3,103)
Surtax Exemption                                                                        (10,343)            (10,964)
                                                                             ------------------  ------------------
Effective Tax Expense (Benefit)                                              $           33,224  $           28,313
                                                                             ==================  ==================
</TABLE>
NOTE 5 - 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.

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


<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                   (Continued)

NOTE 5 - OPERATING LEASE COMMITMENTS (continued)

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

NOTE 6 - 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 7 - 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.

NOTE 8 - LINE OF CREDIT
<TABLE>
<CAPTION>
                                                                                  June 30,          December 31,
                                                                                    2002                2001
                                                                             ------------------  ------------------

<C>                                                                          <C>                 <C>
$25,000,000 Line of Credit -Horizon Bank                                     $        4,975,845  $       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                                             6,446,548           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                                       $       11,422,393   $      26,410,742
                                                                             ==================  ==================
</TABLE>

<PAGE>

                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                   (Continued)

NOTE 9 - 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 10 - 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 Plaintiff is suing as
a result of an alleged breach of a commitment to lend $180,000, as well as other
tort related claims.  The Plaintiff does not have an attorney and  consequently,
the nature and basis of the claims are difficult to determine from the pleadings
that have been filed to date.  The  Company  intends to  vigorously  defend this
action and has joined co-defendant IndyMac Mortgage Holdings,  Inc. in retaining
legal counsel to represent its  interests.  A Motion to Dismiss the  Plaintiff's
claims has been granted and the Plaintiff has filed several motions to reinstate
the claims.  Due to the fact that the litigation has never  progressed  past the
initial  stages,  the  Company  is  unable  to  evaluate  the  likelihood  of an
unfavorable  outcome or estimate the amount, if any, of any potential losses. No
provision has been made in the financial statements related to this claim.

NOTE 11 - 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.




<PAGE>



                         NORTHEAST MORTGAGE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                 FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                   (Continued)

NOTE 11 - RECAPITALIZATION (continued)

         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.

NOTE 12 - 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.

NOTE 13 - 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.


<PAGE>




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 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 June 30,  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


<PAGE>



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 18% from $2,187,575 for the three months ended June
30, 2001 to  $2,576,173  for the three months ended June 30, 2002.  Net loss was
$184,752  for the three  months  ended  June 30,  2001  compared  to net loss of
$84,366 for the three  months ended June 30, 2002 - an increase in net income of
54%.  The  increase in revenues  and net income was  primarily  attributable  to
increases in accounts  receivable from $376,845 in the second quarter of 2001 to
$621,379  for the  second  quarter  of 2002 an  increase  of 65%.  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  475 loans in the second quarter of 2002, an 8.8% decrease
after the comparable period in 2001 when we originated 521 loans.  These numbers
represent  total loans funded amounts of $70,397,000 in 2002 and  $81,391,000 in
2001.

Seasonality

         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.





<PAGE>






                           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 Plaintiff is
suing as a result of an alleged breach of a commitment to lend $180,000, as well
as other tort  related  claims.  The  Plaintiff  does not have an  attorney  and
consequently, the nature and basis of the claims are difficult to determine from
the pleadings  that have been filed to date.  The Company  intends to vigorously
defend this action and has joined co-defendant  IndyMac Mortgage Holdings,  Inc.
in retaining  legal counsel to represent its interests.  A Motion to Dismiss the
Plaintiff's  claims has been granted and the Plaintiff has filed several motions
to  reinstate  the  claims.  Due to the  fact  that  the  litigation  has  never
progressed  past the  initial  stages,  the  Company is unable to  evaluate  the
likelihood  of an  unfavorable  outcome or estimate  the amount,  if any, of any
potential losses. 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.

         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:

<PAGE>

  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)

         99.1     Certification  Pursuant  to 18  U.S.C.  ss  1350,  As  Adopted
                  Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

         99.2     Certification  Pursuant  to 18  U.S.C.  ss  1350,  As  Adopted
                  Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


         (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


                                   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 30th day of September, 2002.

         Northeast Mortgage Corporation

         /s/ Brian Rogerson
         Brian Rogerson
         President, Principal Executive Officer


         /s/ Sean Rogerson
         Sean Rogerson
         Vice-President, Principal Financial Officer

         September 30, 2002




<PAGE>



         I, Brian Rogerson certify that:

         1. I have  reviewed this  quarterly  report on Form 10-QSB of Northeast
Mortgage Corporation.

         2. Based on my knowledge,  this  quarterly  report does not contain any
untrue  statement of a material fact or omit to state a material fact  necessary
to make the  statements  made,  in light of the  circumstances  under which such
statements  were made, not misleading with respect to the period covered by this
quarterly report.

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

         Date: 9/30/02


          /s/ Brian Rogerson
         --------------------------------------------------------
         Brian Rogerson
         President and Principal Executive Officer



         I, Sean Rogerson certify that:

         1. I have  reviewed this  quarterly  report on Form 10-QSB of Northeast
Mortgage Corporation.

         2. Based on my knowledge,  this  quarterly  report does not contain any
untrue  statement of a material fact or omit to state a material fact  necessary
to make the  statements  made,  in light of the  circumstances  under which such
statements  were made, not misleading with respect to the period covered by this
quarterly report.

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

         Date: 9/30/02


          /s/ Sean Rogerson
         -------------------------------------------------------
         Sean Rogerson
         Vice-President and Principal Financial Officer