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

                                FORM 10-Q
(Mark One)
[X]  QUARTERLY  REPORT  PURSUANT TO SECTION 13 OR 15 (d) OF THE  SECURITIES
AND EXCHANGE ACT OF 1934

               For the quarterly period ended March 31, 2001

[ ]  TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES AND
EXCHANGE ACT OF 1934

For the transition period from ______________  to  ________________

                      Commission file number - 000-22813

                           CENTERPOINT CORPORATION
           ------------------------------------------------------
           (Exact name of registrant as specified in its charter)

             Delaware                              13-3853272
 -------------------------------       ------------------------------------
 (State or other jurisdiction of       (I.R.S. Employer Identification No.)
  incorporation or organization)

            18 East 50th St. 10 Floor New York, New York 10022
            --------------------------------------------------
            (Address of principal executive offices - Zip code)

Registrant's telephone number, including area code:  (212) 758-6622

Former name, former address and former fiscal year, if changed since last
report.

Indicate by checkmark whether the registrant (1) has filed all reports
required to be filed  by  Section  13 or 15 (d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the past 90 days.

                     Yes ___       No X

             APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

              PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by checkmark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.

                     Yes ____     No ____

APPLICABLE ONLY TO CORPORATE ISSUERS:  Indicate the number of shares
outstanding of each of the issuer's classes of common stock, as of the latest
practicable date.

Common stock, par value $.01 per share, 6,005,339 shares outstanding as of
April 9, 2002.


<PAGE>
                           TABLE OF CONTENTS

                                                                        Page

Part I - Financial Information                                             2

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS                            3

ASSETS                                                                     3

LIABILITIES                                                                3

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS                            4

COMPREHENSIVE INCOME/(LOSS)                                                5

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW                   6

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS                    7-12

Item 2. Management's  Discussion and Analysis of Financial Condition
        and Results of Operations                                      13-14

Part II - Other Information                                               15

Item 1.   Legal Proceedings                                               15

Item 2.   Changes in Securities                                           16

Item 3.   Defaults Upon Senior Securities                                 16

Item 4.   Submission of Matters to a Vote of Security Holders             16

Item 5.   Other Information                                               16

Item 6.   Exhibits and Reports on Form 8-K                                16

SIGNATURES                                                                17
















                                     1


<PAGE>
CENTERPOINT CORPORATION
March 31, 2001

Part I - Financial Information



















































                                    2


<PAGE>
CENTERPOINT CORPORATION
UNAUDITED CONSOLIDATED BALANCE SHEETS
March 31, 2001

<TABLE>
<CAPTION>
                                                   Mar. 31        Mar. 31         Dec. 31
                                                    2001            2001           2000
ASSETS                                             US$'000         Lit. m         Lit. m
<S>                                               <C>        <C>            <C>

Cash and cash equivalents                         $ 1,151    Lit.  2,536    Lit.  2,411
Short-term marketable securities held to
 maturity, at cost                                 12,872         28,351         28,351
Prepaid expenses                                       57            125            154
                                                  -------         ------         ------
TOTAL CURRENT ASSETS                               14,080         31,012         30,916
                                                  -------         ------         ------
TOTAL ASSETS                                      $14,080    Lit. 31,012    Lit. 30,916
                                                  =======         ======         ======

LIABILITIES

Accounts payable                                        9             19             91
Amounts due to related and affiliated parties         106            233            390
Accrued expenses and other payables                   189            418            361
                                                  -------         ------         ------
TOTAL CURRENT LIABILITIES                             304            670            842
                                                  -------         ------         ------
SHAREHOLDERS' EQUITY                               13,776         30,342         30,074

Common stock, par value $0.01 per share:
  Authorised 20,250,000 shares;
  5,999,089 (2000 - 5,999,089) shares outstanding      49            108            108

Additional paid-in capital                         18,393         40,510         40,510
Accumulated other comprehensive income                115            254            242
Accumulated deficit                                (4,781)       (10,530)       (10,786)
                                                  -------         ------         ------
LIABILITIES & SHAREHOLDERS' EQUITY                $14,080    Lit. 31,012    Lit. 30,916
                                                  =======         ======         ======
</TABLE>

Note:     The balance sheet as at December 31, 2000 has been derived from the
audited financial statements at that date but does not include all of the
information and footnotes required by generally accepted accounting
principles.




                See Notes to Consolidated Financial Statements





                                    3

<PAGE>
CENTERPOINT CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
3 Months ended March 31, 2001 and 2000


<TABLE>
<CAPTION>
                                                    Mar. 31          Mar. 31           Mar. 31
                                                      2001             2001             2000
                                                    US $'000          Lit. m           Lit. m
<S>                                                <C>           <C>              <C>

Interest income                                    $      162    Lit.      356    Lit.        -
Selling, general and administrative expenses              (45)            (100)               -
                                                   ----------        ---------        ---------
Profit from continuing operations                         117              256                -
Discontinued operations:
  Loss from disposed motorcycle operations
    (after tax of Lit. 92) (US$ 42)                         -                -          (3,494)
                                                   ----------        ---------        ---------
Net profit/(loss)                                         117              256          (3,494)

Preferred stock dividends                                   -                -            (168)
                                                   ----------        ---------        ---------
Profit/(loss) attributable to common shareholders  $      117    Lit.      256    Lit.   (3,662)
                                                   ==========        =========        =========

BASIC EARNINGS/(LOSS) PER SHARE:   US $   Lit.   Lit.

Continuing operations                              $     0.02    Lit.       43    Lit.      (30)
Discontinued operations                            $        -    Lit.        -    Lit.     (625)

DILUTED EARNINGS/(LOSS) PER SHARE:

Continuing operations                              $     0.02    Lit.       43    Lit.      (30)
Discontinued operations                            $        -    Lit.        -    Lit.     (625)

WEIGHTED AVERAGE NUMBER OF SHARES
  OUTSTANDING DURING THE PERIOD

Basic                                               5,999,089        5,999,089        5,589,089
                                                   ==========        =========        =========
Diluted                                             5,999,089        5,999,089        5,688,858
                                                   ==========        =========        =========
</TABLE>









               See Notes to Consolidated Financial Statements



                                    4


<PAGE>
CENTERPOINT CORPORATION
UNAUDITED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY/(DEFICIT); AND
COMPREHENSIVE INCOME/(LOSS)
March 31, 2001

<TABLE>
<CAPTION>
                                                              Accumulated
                                                  Additional     Other                   SHARE-
                                 Common Stock       Paid-In  Comprehensive  Accumulated  HOLDERS  Comprehensive
                                Shares     Amount   Capital      Income       Deficit    EQUITY   Income/(Loss)
<S>                            <C>         <C>      <C>          <C>        <C>          <C>        <C>

At January 1, 2001      Lit.m  5,999,089     108     40,510         242      (10,786)    30,074

Net profit                             -       -          -           -          256        256         256
Translation adjustment                 -       -          -          12            -         12          12
                               --------------------------------------------------------------------------------
At March 31, 2001       Lit.m  5,999,089     108     40,510         254      (10,530)    30,342         268
                               ================================================================================
At March 31, 2001       $'000                  49    18,393         115       (4,781)    13,776         122
                               ================================================================================
</TABLE>

Accumulated Other Comprehensive Income relates to translation differences from
the conversion of Balance Sheets of non-Italian entities.









                 See Notes to Consolidated Financial Statement























                                    5


<PAGE>
CENTERPOINT CORPORATION
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOW
March 31, 2001

<TABLE>
<CAPTION>
                                                       Mar. 31        Mar. 31    Mar. 31
                                                        2001           2001       2000
                                                       US $'000       Lit. m     Lit. m
<S>                                                    <C>       <C>          <C>

Net profit from continuing operations                  $  117    Lit.   256   Lit.     -

Adjustments to reconcile net loss to net
 cash used by operating activities:
  Other operating activities                                1             3          (32)

Changes in operating assets and liabilities:
 Related party receivables                                  -             -          108
 Prepaid expenses                                          18            38           21
 Accounts payable and accrued expenses                    (21)          (43)        (829)
 Related party payables                                   (80)         (176)          74
                                                       ------         -----       ------
Net cash (used in)/provided by operating activities        35            78         (658)
                                                       ------         -----       ------
Financing activities
 Proceeds from issuance of preferred stock                  -             -       18,329
                                                       ------         -----       ------
Net cash provided by financing activities                   -             -       18,329
                                                       ------         -----       ------
Increase in cash from continuing activities                35            78       17,671

Net cash (used in)/provided by discontinued
  motorcycle operations                                     -             -      (16,454)

Exchange movement on opening cash                          21            47            -

Cash, beginning of period                               1,095         2,411            3
                                                       ------         -----       ------
Cash, end of period                                    $1,151    Lit. 2,536   Lit. 1,220
                                                       ======         =====       ======
</TABLE>

Supplemental information on non-cash activities

Advances to the Company, made in 1999, in an aggregate amount of $1.25 million
(Lit. 2,479 million at the then prevailing exchange rate) by Wheatley
Partners, LP and Wheatley Foreign Partners, LP (each of which is an affiliate
of Barry Fingerhut, a Director of the Company) and William Spier, a director
of the Company and a US$ 1.6 million (Lit. 3,174 million) loan due to OAM,
respectively, were applied to subscribe to the Company's Series B preferred
stock on February 25, 2000.

The Company issued 10,000 shares with a fair value of Lit. 91 million in
connection with its purchase of the 75% of MGI Motorcycle GmbH that it did not
already own.  MGI Motorcycle GmbH was disposed as part of the sale of
motorcycle operations.

                        See Notes to Financial Statements

                                    6

CENTERPOINT CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2001

1.     Basis of Presentation

The accompanying unaudited consolidated condensed financial statements have
been prepared in accordance with the instructions to Form 10-Q.  Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted. For a summary of the Registrant's accounting principles,
and other footnote information, reference is made to the Form 10-K, dated
March 15, 2002.  All adjustments necessary for the fair presentation of the
results of operations for the interim periods covered by this report have been
included. All of such adjustments are of a normal and recurring nature.  The
results of operations for the three months ended March 31, 2001 are not
necessarily indicative of the operating results for the full year.

The Company was originally incorporated in Delaware on August 9, 1995 under
the name of North Atlantic Acquisition Corp. to serve as a vehicle to effect a
merger, exchange of capital stock, asset acquisition or other business
combination with an operating business.  On August 27, 1997 the Company
consummated an initial public offering consisting of 800,000 Units and 150,000
shares of Class B Common Stock, with each Unit consisting of one share of
Class A Common Stock and one warrant to purchase shares of Class A Common
Stock, which resulted in net proceeds to the Company of approximately
$8,000,000.

On August 18, 1998, the Company and Trident Rowan Group, Inc. ("TRG") entered
into a definitive agreement and plan of merger and reorganization, as amended
(the "Merger Agreement"), pursuant to  which Moto Guzzi Corp. merged with and
into the Company, with the Company as the surviving corporation (the
"Merger").  Prior to the Merger, TRG and its majority-owned subsidiary, OAM
S.p.A. ("OAM"), together owned all the outstanding common stock of Moto Guzzi
Corp.  The Merger, which occurred on March 5, 1999, was treated as a reverse
acquisition of the Company.  Following the Merger, the Company changed its
name to Moto Guzzi Corporation, adopted the December 31 financial reporting
year of Moto Guzzi Corp. and financial statements are prepared using the
accounting principles of Moto Guzzi Corp.

In September 2000, the Company sold all its operating subsidiaries to Aprilia
S.p.A. and changed its name to Centerpoint Corporation.

The primary financial statements are shown in Italian lire because all of the
Company's material operating entities were based and operated in Italy. At
March 31, 2001 the Company's freely available cash and other significant
assets were all denominated in lire (or euros).  The Company will evaluate if
its functional currency will continue to be the lire, based on decisions to be
taken as to its future activities.  Translation of lire amounts into U.S.
Dollar amounts is included solely for the convenience of the readers of the
financial statements and has been made at the rate of Lire 2,202 to U.S. $1,
the approximate exchange rate at March 31, 2001. It should not be construed
that the assets and liabilities, expressed in U.S. dollar equivalents, can
actually be realized in or extinguished by U.S. dollars at that or any other
rate.

                                    7


<PAGE>
2.     Earnings/(Loss) from continuing operations per share

The numerator for the calculation of earnings/(loss) per common share have
been calculated as follows:

                                                Three months ended
                                             Mar 31   Mar 31   Mar 31
                                              2001     2001     2000
                                             $'000    Lit. m   Lit. m

Profit from continuing operations              117       256        -
Preferred Stock dividends                        -         -     (168)
                                             -----     -----    -----
Earnings (Loss) from continuing operations
 attributable to common shareholders           117       256     (168)
                                             =====     =====    =====

3.     Outstanding Claims

Aprilia Claims under the Share Purchase Agreement; Request for Arbitration

Pursuant to the terms, and subject to the conditions, of the Share Purchase
Agreement and the Escrow Agreement relating to the sale of Moto Guzzi's
operating subsidiaries, Lit. 9,375 million of the proceeds of the sale were
placed into escrow.

By letter dated December 21, 2000, legal counsel for Aprilia filed a claim
against Centerpoint under the Share Purchase Agreement alleging (i) that it
had failed to receive a resignation and release from Mr. Roeth, an executive
and director of MGI Motorcycle GmbH, a subsidiary of the Company before the
sale to Aprilia, and (ii) that the campaign recall with respect to certain
Moto Guzzi motorcycles was more critical than that forecast in the Management
Date Financial Statements and August 3, 2000 letter.  By letter dated February
5, 2001 Centerpoint's Italian legal counsel responded to the December 21, 2000
letter specifically denying the alleged claims and requesting that the parties
meet to negotiate a release of the escrow funds, as provided for in the August
3, 2000 letter.

On June 4, 2001 Aprilia's legal counsel sent a letter to Centerpoint which
reiterated the claims in its December 21, 2000 letter and alleged the
following:  (i) that the cost of the recall campaign was estimated by Aprilia
to be approximately Lit. 4,500 million, which exceeded the Management Date
Financial Statement amount with respect to the recall campaign by Lit. 2,676
million, (ii) that technical problems related to various motorcycles were
likely to cost Aprilia approximately Lit. 5,308 million, and that such
technical problems had not been disclosed to Aprilia in connection with the
sale of the Moto Guzzi operations to Aprilia, and that Aprilia was entitled to
reimbursement of such costs, (iii) that Aprilia was entitled to reimbursement
of Lit. 148.5 million incurred by Aprilia in connection with the termination
of Mr. Roeth, an executive of MGI Motorcycle GmbH, (iv) that Aprilia was






                                    8


<PAGE>
entitled to reimbursement of Lit. 378 million in respect of unjustified credit
notes issued by MGI Motorcycle GmbH in favor of dealers and distributors, and
(v) that breaches of accounting principles by Moto Guzzi North America
entitled it to claims against Centerpoint in the amount of Lit. 1,100 million
(collectively with (i), (ii), (iii) and (iv), the "Alleged Claims").

On July 13, 2001 Centerpoint's Italian counsel sent a letter to Aprilia's
counsel contesting all of the Alleged Claims.

By letter dated July 13, 2001 Aprilia requested that IMI, the escrow agent
under the Escrow Agreement, pay them Lit. 7,611 million in respect of the
Alleged Claims.  On July 26, 2001, in spite of being aware of Centerpoint
contesting of each of the Alleged Claims and its intention to seek
arbitration, IMI advised Centerpoint that it had paid Lit. 7,611 million from
the escrow account to Aprilia in respect of the Alleged Claims.

Pursuant to the Share Purchase Agreement and Escrow Agreement, each of which
provides that disputes among the parties be arbitrated, the Company filed with
the International Arbitration Court of the International Chamber of Commerce a
Request for Arbitration in Accordance with Article 4 of the ICC Rules of
Arbitration relating to the Alleged Claims and the payment by IMI.  Subsequent
to the Company's filing, a committee was formed in Milano, Italy to hear the
case.  The Company is requesting restitution of the Lit. 7,610 million
(approximately US$3,692,000) paid to Aprilia, plus interest and costs.  The
Arbitration committee was constituted on November 16, 2001, and a decision is
expected to be rendered within twelve to eighteen months of the original
filing date.

Dispute with IMI Regarding its Fee

IMI, the Company's investment adviser in connection with the sale of the
motorcycle operations to Aprilia, acted as fiduciary for the closing.  At the
Closing, but without the prior approval, knowledge or consent of the Company,
IMI was paid Lit. 11,401 million, in respect of fees and expenses claimed by
IMI to be due it under its engagement letter with TRG and OAM.  Since early
July 2000, the Company and TRG have disputed IMI's interpretation of the
calculation of the fee due it under its engagement letter, following
indication by IMI of its basis of calculation.  The dispute relates to the
respective interpretations of the Company, TRG and IMI of the term "Total
Transaction Value" as that term is used in the engagement letter.  Since that
time, the Company and TRG discussed and sought to negotiate with IMI
concerning its alleged amount of the fee.  IMI refused to engage in
negotiations and did not present any calculation of the fee to the Company or
TRG prior to the closing.  After the closing and actual payment to IMI of the
alleged fee, IMI then presented a calculation and an invoice to the Company
for fees and expenses alleged by IMI to be due it under the engagement letter
in the amount of Lit. 11,401 million.  In addition to disputing the amount of
the fee paid to IMI, the Company believes that IMI had no right to cause its
fee to be deducted from the sale proceeds, as the Company was not a party to
the engagement letter, and did not consent to any such deduction.  On February
11, 2002 the Company brought a suit against IMI before the Civil Section of
the Court of Milano, seeking reimbursement of Lit. 8,766 million
(approximately US$4,253,000) of the Lit. 11,401 million (US$5,532,000) paid to
IMI at the closing.  The first hearing in the case is scheduled for May 27,
2002 and as at March 11, 2002 IMI has not yet filed its defenses.

                                    9


<PAGE>
4.     Subsequent Events

Loan to TRG Inc

On June 13, 2001 the Company, TRG and OAM entered into the TRG Loan Agreement
wherein subject to the terms and certain conditions set forth therein
Centerpoint agreed to lend TRG US$4,200,000.  The loan bears interest at a
rate of 5 % per annum, is repayable in full on the earlier of June 13, 2002
and the date on which TRG causes or permits a liquidation of the Company, and
was secured by the 300,000 shares of the Company's common stock currently
owned by the TRG and 1,200,000 of the shares of Centerpoint common stock owned
by OAM.  In connection with the TRG Loan, OAM also entered into the OAM
Guaranty wherein it guaranteed TRG's obligations under the TRG Loan Agreement.
OAM's liability to the Company under the OAM Guaranty is limited to the value
of the Company's shares pledged by OAM, as that term is used in the OAM pledge
agreement. The TRG Promissory Note was used by the Company as partial
consideration in its acquisition of the Bion shares (see below), and in Bion's
acquisition of the Company's shares from OAM, each of which is described
below.

Bion transaction - change of control of the Company

In December 2001, the Board of the Company met to evaluate the alternative
strategies and investments available to the Company.  Investec Ernst & Co.,
who had been hired in June 2001 to assist in this process, presented to the
Board their conclusions on a number of potential investments.  After review of
the possible investments, the Board resolved to approve the acquisition of
19,000,000 shares of Bion Environmental Technologies, Inc., a publicly held
Colorado corporation ("Bion").  Bion is an environmental service company
focused on the needs of confined animal feeding operations.  Bion is engaged
in two main areas of activity: waste stream remediation and organic soil and
fertilizer production.  Bion's waste remediation service business provides
confined animal feeding operations (primarily in the swine and dairy
industries) with treatment for the animal waste outputs.  In this regard, Bion
treats their entire waste stream in a manner which cleans and reduces the
waste stream thereby mitigating pollution of the air, water (both ground and
surface) and soil, while creating value-added organic soil and fertilizer
products.  Bion's soil and fertilizer products are being used for a variety of
applications including school athletic fields, golf courses and home and
garden applications.

On January 15, 2002, the Company closed the transaction with Bion by
purchasing 19,000,000 shares of restricted stock of Bion in exchange for
approximately US$8.5 million in cash (substantially all of the Company's
cash), the US$4.2 million TRG Promissory Note (including accrued interest),
and the assignment of 65% of the Company's claims with respect to the escrow
accounts and claims against IMI.  Unrestricted stock of Bion is traded on the
OTC/BB market under the ticker "BION".

The 65% of the claims that were assigned to Bion from Centerpoint are
Centerpoint claims against Aprilia, S.p.A., an Italian corporation, the
purchaser of Centerpoint's motorcycle operations ("Aprilia") and Banca di
Intermediazione Mobiliare IMI S.p.A., an Italian corporation ("IMI"), the
investment banker for Centerpoint in the transaction.  The Aprilia claim is
for funds paid to Aprilia, though disputed by the Company, from an escrow

                                    10

account set up for contingent liabilities for the sale of the motorcycle
operations.  The claim against IMI is with regard to a dispute in calculating
the fee they received as investment banker in the sale of the motorcycle
operations to Aprilia.  The total of these two claims is approximately
$7,945,000.  The 65% that Bion received for the sale of its shares of common
stock to Centerpoint was valued in the Bion transaction at $2,487,000.  This
represents a 52% discount from the full amount of the claim for an aggregate
discounted value of $3,826,000.  The $3,826,000 value ascribed to the claim
was arrived at through an internal allocation made by Bion management based on
its own evaluation of the relevant facts and circumstances and its review of a
fairness opinion that was provided by an investment banking firm with regard
to the transaction as a whole, and there is no assurance that this, or any,
amount will ever be recovered.  Bion utilized the 65% claim with a deemed
value of $2,487,000 as part of the consideration paid to OAM for the purchase
of 57.7% of Centerpoint's common stock.  Centerpoint retained 35% of these
claims.  While these claims are carried on Centerpoint's books at $0 value at
March 31, 2001, Centerpoint booked a gain of $2,487,000 for the sale of 65% of
the claim at January 15, 2002, and will evaluate the value of the remaining
35% of the claim for the first quarter ending March 31, 2002 financial
statements.

It should be noted that court and arbitration hearings in respect of the
claims are scheduled for the first half of 2002 and such hearings may provide
better indications as to the likely value of the claims before Bion's fiscal
year end at June 30, 2002.

In addition, an escrow account that was set up for contingent liabilities for
the sale of the motorcycle operations and eventual rights to the balance of
these funds amounting to approximately $875,000 is valued on Centerpoint's
books as $0.  No value was ascribed to any potential claims for funds held in
this escrow account as it was not considered at the time negotiations took
place.

Immediately upon consummation of this transaction, Bion purchased a 57.7%
majority interest in the Company from OAM.  The total consideration paid by
Bion consisted of (i) US$3,700,000 in cash, (ii) the assignment of the US$4.2
million TRG Promissory Note (including accrued interest) and related loan
guarantees, (iii) the assignment of the 65% interest in the Company's claims
with respect to the escrow accounts and claims against IMI, (iv) the issuance
of 1,000,000 shares of Bion's common stock, and (v) the issuance of a warrant
to acquire 1,000,000 shares of Bion's common stock at a price of US$0.90, with
expiration date of January 10, 2007.

Under the Subscription Agreement and related Registration Rights Agreement,
Bion agreed among other things (i) file with the SEC a Registration Statement
with respect to the Bion Shares, as soon as practicable, and within 90 days of
the Company's filing with the SEC of its December 31, 2001 Form 10-K, and to
use its best efforts to cause such Registration Statement to be declared
effective as soon as practicable thereafter, (ii) to use its best efforts to
cause the Bion Shares to be distributed to the Company's common stockholders
in a tax efficient manner in accordance with applicable law, and (iii) to use
its best efforts to hold an Annual Meeting of Bion Shareholders during 2002,
in accordance with its by-laws and applicable law. It is expected that the
distribution will occur during the second half of calendar 2002.  When that
distribution occurs, approximately 11,000,000 of Bion's shares will be
distributed back to Bion.  Bion has advised the Company that it intends to
cancel such shares.

                                    11

<PAGE>
David Mitchell, a director of the Company, is the Chairman, President, Board
member and a principal stock and warrant holder of Bion.  Additionally a
portion of the proceeds of the Bion Investment were used to pay off US$718,485
of indebtedness of Bion owed to Mr. Mitchell.

On January 24, 2002, David Mitchell was elected as the Company's President and
CEO. David Mitchell is a founder, stockholder, option holder, former CEO of
the Company and currently is the only director of the Company.

Following the Bion Investment and Bion acquisition of Centerpoint Shares, all
of the Company's directors, other than David Mitchell, resigned from their
positions on the Company's Board of Directors.  Bill Spier, one of the
Company's Directors until he resigned on January 24, 2002, sits on Bion's
advisory board.  On January 21, 2002, Howard Chase, a director of the Company
until he resigned on January 15, 2002, joined the Board of Directors of Bion.

On March 14, 2002, the Company and Bion entered in an agreement effective
January 15, 2002 where the Company will pay $12,000 a month for management
services, support staff and office space.  In addition, Bion will advance to
the Company sums needed to cure its delinquencies with the SEC, distribute
Bion shares to its shareholders, to locate and acquire new business
opportunities and for on-going expenses.  Bion shall have no obligation to
make any advances in excess of $500,000.  All sums due Bion shall be evidenced
by a convertible revolving promissory note.  As additional consideration, Bion
shall receive a warrant to purchase 1,000,000 shares of the Company's common
stock at $3.00 per share until March 14, 2007.






























                                    12


<PAGE>
CENTERPOINT CORPORATION

Management's Discussion and Analysis of Financial Condition and Results of
Operations

Results of Operations
Three Months Ended March 31,                        2001      2000
                                                   Lit. m    Lit. m

Interest income                                       356         -
Selling, general and administrative expenses         (100)        -
                                                    -----    ------
Net profit from continuing operations
  before income taxes                                 256         -
Discontinued operations:
  Loss from discontinued operations                     -    (3,494)
Preferred Stock dividends                               -      (168)
                                                    -----    ------
Net profit attributable to common shareholders        256    (3,662)
                                                    =====    ======

On September 7, 2000, the Company completed the sale of its operating
subsidiaries to Aprilia S.p.A.   This sale represents the discontinuance of
motorcycle operations which were the company's only activities and have been
accounted for as discontinued operations.  The effective accounting date for
the sale is July 1, 2000, reflecting the last date for which financial
information on the subsidiaries is available.

The Company has recorded interest income of Lit. 356 million principally on
Euro denominated fixed interest securities and selling general and
administrative expenses of Lit. 100 million principally in respect of
compliance costs on continuing operations for the three months ending March
31, 2001.    In the corresponding period in 2000, the Company had no income or
expenses from continuing operations as all its activities related to the
disposed motorcycle business.

In the first quarter of 2001 the Company has no profit or loss for the
discontinued motorcycle operations.  In the comparison first quarter of 2000,
losses from the discontinued motorcycle operations were Lit. 3,494 million.

Liquidity and Financial Resources

The Company has Lit. 30.887 billion in cash and marketable securities of which
Lit. 28.4 billion of the cash is invested in short-term fixed interest
securities denominated in Euros pending evaluation of the alternatives
available to the Company with respect to such future activities.









                                    13

<PAGE>
Future cash needs; application of liquidity after March 31, 2001

     *     In June 2001, the Company engaged the investment banking firm of
           Investec Ernst & Co. to assist the Company in its evaluation of
           strategic alternatives.  As virtually all investments being
           examined were in the United States and none were in Europe, the
           Company sold its short-term fixed interest Euro denominated
           securities and transferred all its funds - approximately US$ 13.1
           million -  to the United States where they were held in U.S.
           Dollars.

     *     On June 13, 2001, the Company made a loan of US$ 4.2 million to
           TRG. See Note 4 - Subsequent Events.

     *     In January 2002, as described above in Note 4 - Subsequent Events,
           the Company used $8.5 million - the major part of its remaining
           funds at that date - as part of the consideration for the
           subscription of 19,000,000 shares of Bion.

     *     Currently the Company has approximately US$10,000.  In order to
           meet future operating cost, loans from Bion will be made to the
           Company.


































                                    14

<PAGE>
Part II - Other Information

Item 1.  Legal Proceedings

Pursuant to the Share Purchase Agreement and the Escrow Agreement relating to
the sale of Moto Guzzi's operating subsidiaries, Lit. 9,375 million of the
proceeds of the sale were placed into escrow.

In December 21, 2000 and June 2001, legal counsel for Aprilia filed claims
against the Company under the Share Purchase Agreement alleging various
breaches of representations and warranties by Company.

On July 23, 2001, in spite of being aware of the Company contesting of each of
the alleged claims and its intention to seek arbitration, IMI advised the
Company that it had paid Lit. 7,610 million from the escrow account to Aprilia
in respect of the alleged claims.

Pursuant to the Share Purchase Agreement and Escrow Agreement, each of which
provides that disputes among the parties be arbitrated, the Company filed with
the International Arbitration Court of the International Chamber of Commerce a
Request for Arbitration in Accordance with Article 4 of the ICC Rules of
Arbitration relating to the Alleged Claims and the payment by IMI.  Subsequent
to the Company's filing, a committee was formed in Milano, Italy to hear the
case.  The company is requesting restitution of the Lit. 7,610 million
(approximately US$3,692,000) paid to Aprilia, plus interest and costs.  The
Arbitration committee was constituted on November 16, 2001, and a decision is
expected to be rendered within twelve to eighteen months of the original
filing date.

Further details concerning the alleged claims and proceedings are set forth
under "Aprilia Claims Under the Stock Purchase Agreement" above, which is
incorporated herein by reference.

At the September 7, 2000 closing of the sale of the subsidiaries, in
accordance with an invoice previously submitted to them by IMI, but without
the prior approval, knowledge or consent of the Company, IMI was paid Lit.
11,401 million, in respect of fees and expenses claimed by IMI to be due it
under its engagement letter with TRG and OAM.  Since early July 2000, the
Company and TRG have disputed IMI's interpretation of the calculation of the
fee due it under its engagement letter, following initial indication by IMI of
its basis of calculation.

On February 11, 2002 the Company brought a suit against IMI before the Civil
Section of the Court of Milano, seeking reimbursement of Lit. 8,766 million
(approximately US$4,253,000) of the Lit. 11,401 million (US$5,532,000) paid to
IMI at the closing.  The first hearing in the case is scheduled for May 27,
2002 and as at March 11, 2002 IMI has not yet filed its defenses









                                    15

<PAGE>
Item 2.  Changes in Securities

None

Item 3.  Defaults Upon Senior Securities

None

Item 4.  Submission of Matters to a Vote of Security Holders

None

Item 5.  Other Information

None

Item 6.  Exhibits and Reports on Form 8-K

None




































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<PAGE>
                           SIGNATURES

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

                                      CENTERPOINT CORPORATION



April 18, 2002                        By: /s/ David Mitchell
                                          ------------------------------
                                          David Mitchell
                                          President


April 18, 2002                        By: /s/ David Fuller
                                          ------------------------------
                                          David Fuller
                                          Principal Accounting Officer



































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