UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                   FORM 10-QSB

                   Quarterly Report Under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934
                   For the quarterly period ended May 31, 2002

                             Commission File Number
                                    000-29977
                               HAVEN HOLDING, INC.
                 (Name of Small Business Issuer in its charter)

                             FLORIDA               65-0965539
                (State or other jurisdiction of (I.R.S. Employer
               incorporation or organization) Identification No.)

                              38 Hartman Hills Road
                                 Huntington, NY
                    (Address of principal executive offices)

                                      11743
                                   (Zip Code)

                    Issuer's telephone number: (631) 367-7450
                        --------------------------------

Check whether the issuer:  (1) filed all reports required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days.
                            [x] Yes          [ ] No

          As of April 30, 2002 the issuer had 3,000,000 shares of $.001
                       par value common stock outstanding.

                                      INDEX

PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

         Balance Sheet
         May 31, 2002                                                        3

         Statement of Income
         Three months ended May 31, 2002                                     4

         Statement of Cash Flows
         Three months ended May 31, 2001                                     5

         Notes to Financial Statements                                       6

Item 2.  Plan of Operation                                                   7






F.X. DUFFY & CO.
CERTIFIED PUBLIC ACOUNTANT
4265 KELLY DRIVE
PHILADELPHIA, PA  19129-1722
215-438-8400 - Fax 215-438-9630




                               ACCOUNTANT'S REPORT


Board of Directors
Haven Holding, Inc.
38 Hartman Hills Road
Huntingdon, NY 11743

We have  compiled the  accompanying  balance  sheets of Haven  Holding,  Inc. (a
corporation)  as of May 31,  2002,  and the related  statements  of income,  and
retained earnings for the three months then ended, in accordance with Statements
on Standards for Accounting and Review Services issued by the American Institute
of Certified Public Accountants.

A  compilation  is limited to  presenting  in the form of  financial  statements
information  that is the  representation  of management.  We have not audited or
reviewed the accompanying  financial  statements and, accordingly do not express
an opinion or any other assurance on them.

Management  has elected to omit  substantially  all of the  disclosures  and the
statement of cash flows required by generally accepted accounting principles. If
the omitted  disclosures  and the  statement of cash flows were  included in the
financial  statements,  they might  influence the user's  conclusions  about the
Company's financial position, results of operations and cash flows. Accordingly,
these  financial  statements  are not designed for those not informed about such
matters.

                                                         /s/F. X. Duffy & Co.
                                                        F.X. Duffy & Co.
December 2, 2002




                              HAVEN HOLDING, INC.

                                  BALANCE SHEET
                               AS OF MAY 31, 2002


                                     ASSETS
                                      -----

      CURRENT ASSETS:
      --------------

      Cash on Hand                                    $   0

      TOTAL CURRENT ASSETS                                0


      TOTAL ASSETS                                    $   0
                                                       ====

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                        ---------------------------------

      LIABILITIES:
      ----------

      TOTAL LIABILITIES                                $  0

      STOCKHOLDERS' EQUITY:

      Common Stock (Par Value .001)      3,000
      Additional Paid in Capital         2,287
      Retained Earnings               (  5,287)
                                        ------

      TOTAL STOCKHOLDERS' EQUITY                          0
                                                        ---

      TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY       $  0
                                                        ===




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


                               HAVEN HOLDING, INC.

                               STATEMENT OF INCOME
                     FOR THE THREE MONTHS ENDED MAY 31, 2002





       SALES                                       $  0

       TOTAL COST OF GOODS SOLD                       0

       OPERATING EXPENSES:
       ------------------

       TOTAL OPERATING EXPENSES                       0
                                                    ---

       NET LOSS                                    $  0
                                                    ===
















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


                               HAVEN HOLDING, INC.

                             STATEMENT OF CASH FLOWS
                     FOR THE THREE MONTHS ENDED MAY 31, 2002


CASH FLOWS FROM OPERATING ACTIVITIES:
         Payment of Accounts Payable                              $ (  990)
         Payments on Amounts Due to Affiliate                       (1,350)

         NET CASH USED BY OPERATING ACTIVITIES                   $  (2,340)
                                                                    -------

CASH FLOWS FROM INVESTING ACTIVITIES:
         Additional Paid in Capital                                  2,287

         NET CASH PROVIDED BY INVESTING ACTIVITIES                   2,287
                                                                     ------

CASH FLOWS FROM FINANCING ACTIVITIES:

         NET CASH USED BY FINANCING                                      0
                                                                     -----

NET DECREASE IN CASH                                                   (53)

CASH AT BEGINNING OF PERIOD                                             53
                                                                     -----

         CASH AT THE END OF PERIOD                                 $     0
                                                                     -----






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




                               HAVEN HOLDING, INC.

                          NOTES TO FINANCIAL STATEMENT
                     FOR THE THREE MONTHS ENDED MAY 31, 2002


1.  ORGANIZATION AND NATURE OF BUSINESS

Haven Holding,  Inc. was incorporated on October 28, 1999, under the laws of the
State of Florida.  The `Company' is a shell company,  the purpose of which is to
seek and consummate a merger or  acquisition.  The Company's  headquarters is in
Tequesta,  Florida.  Since its  inception,  the Company has been  dependant upon
capital investment or other financing to fund its activities.

On April 1, 2002, Richard Melius acquired all of the outstanding common stock of
the Company and is the sole shareholder.

2.  RELATED PARTY TRANSACTIONS

Due to Affiliate

Due to affiliate  represents  non-interest bearing advances from the stockholder
for operating expenses.

3.  CAPITAL STOCK

The Company had  originally  authorized  25,000,000  common shares and 5,000,000
preferred shares, each with a par value of $ .01 per share. On January 14, 2000,
the Articles of Incorporation  were amended to increase the number of authorized
common shares to 50,000,000,  to eliminate the preferred  shares and to decrease
the par value of the  common  shares to $ .001 per share.  A total of  3,000,000
common shares were issued and outstanding as of May 31, 2002.




Item 2.  Plan of Operation

Haven Holding, Inc., ("Company"),  became a registered public company on May 16,
2000.  Since that time, the Company has been seeking to acquire an interest in a
business  desiring to take  advantage of the  perceived  benefit  inherent to an
Exchange Act registered corporation.  The Company's search is ongoing and is not
restricted  to any specific  business,  industry,  or geographic  location.  The
Company may  participate in a business  venture of virtually any kind. This plan
of  operation  is  purposely  general  in  describing  the  Company's  virtually
unlimited   discretion  in  selecting   and   structuring   potential   business
acquisitions.

The Company has no full time  employees.  Its officers and directors  allocate a
portion of their time to the activities of the Company without compensation. The
Company has minimal capital,  operating costs limited to legal, accounting,  and
reporting-related  fees,  and  does  not  expect  to make  any  acquisitions  of
property.

Identifying   Target   Companies.   The   Company's   officers  and   directors,
shareholders,  its legal counsel or other professional  associates may introduce
prospective business opportunities. Entities to be considered may include old or
new companies that wish to use the public marketplace to raise capital to expand
into new products or markets,  to develop a new product or service, or for other
corporate purposes.  Management will analyze feasibility of opportunities giving
due  consideration  to its  predetermined  criteria  as  outlined  in  detail in
previous reports.

Officers  and  directors  of the  Company  will  meet  with  management  and key
personnel  of the target  entity  and will  utilize  written  reports as well as
personal investigation to evaluate each on an individual basis. The Company will
not  acquire or merge with any entity  for which  audited  financial  statements
cannot be obtained within a reasonable period of time.

Business  Combination.  As stated above and in previous reports, the Company may
participate  in a business  combination  of virtually  any kind,  structured  in
accordance with advice of counsel.

The Company may obtain  funds in one or more private  placements  to finance the
operation of an acquired business opportunity after such time as the Company has
successfully consummated such a merger or acquisition.

It is likely that any securities issued in any reorganization  will be issued in
reliance upon exemption from  registration  under  applicable  federal and state
securities laws. However,  the Company may agree to register all or part of such
securities  depending upon terms of the transaction.  If substantial  additional
securities are issued and subsequently  sold into any trading market,  the value
of the Company's securities may be diluted.

Written  Agreement.  The  written  agreements  executed  in  consummation  of an
acquisition  or merger  will be  prepared  by legal  counsel  and are subject to
predetermined pre- and post- closing conditions.

Because the Company is subject to all the reporting requirements included in the
Exchange Act, it is its affirmative duty to file independent  audited  financial
statements  with the Securities and Exchange  Commission as part of its Form 8-K
upon consummation of a merger or acquisition. The closing documents will provide
that such audited  financial  statements be available at closing or within ample
time to comply with reporting requirements. If such statements are not available
or do not conform to representations made by the target candidate,  the proposed
transaction will be voidable at the discretion of present Company management.

Disclosure to  Stockholders.  The Company's  Board of Directors will provide the
Company's shareholders with a proxy or information statement containing complete
disclosure  documentation concerning a potential business opportunity structure.
Such  documentation will include financial  statements of target entity,  and/or
assurances of value of the target entity assets.

                                   SIGNATURES

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

                                                    HAVEN HOLDING, INC.
                                                       (Registrant)


Date: December 5, 2002                         By: /s/ Richard Melius
                                                   Richard Melius
                                                   President and Chief
                                                   Executive Officer