UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C., 20549
                                  FORM 10-Q SB

(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES  EXCHANGE
ACT OF 1934

                   For the quarter report ended March 31, 2002
                                       or

( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

                  For the transition period from to ___________

                        Commission File number 000-28047

                               VOIP TELECOM, INC.
   (Exact name of small business issuer as registrant as specified in charter)

         Nevada                                              86-0880742
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                            Identification No.)

                        4162 Delp St., Memphis, TN 83118
                     (Address of principal executive office)

         Registrants telephone no., including area code (901) 365-7650

                                       N/A
                    (Former name, changed since last report)

     Check 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),  Yes [X] No [ ] and (2) has been  subject to such filing
requirements for the past 90 days. Yes [X] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

     Indicate the number of shares  outstanding of each of the issuers  classes
of common stock, as of the last practicable date.

                  Class                 Outstanding as of March 31, 2002
         Common Stock, $0.0001                     4,776,149










                                TABLE OF CONTENTS
                          PART 1. FINANCIAL INFORMATION

Heading                                                                   Page

Item 1.                    Consolidated Financial Statements              3-4

                           Consolidated Balance Sheets  March 31, 2002
                              And December 31, 2001                       5-6

                           Consolidated Statements of Operations  three months
                              Ended March 31, 2002 and March 31, 2001     7-9

                           Consolidated Statement of Stockholders Equity  10-13

                           Consolidated Statements of Cash Flows  three months
                                Ended March 31, 2002 and 2001            14

                           Notes to Consolidated Financial Statements    15-29

Item 2.                    Managements Discussion and Analysis and
                              Result of Operations                       20-21




                                            PART II. OTHER INFORMATION

Item 1.                    Legal Proceedings                              21

Item 2.                    Changes in Security                             21

Item 3.                    Defaults Upon Senior Securities                21

Item 4.                    Submission of Matter to a Vote of              22
                               Securities Holders

Item 5.                    Other Information                              22

Item 6.                    Exhibits and Reports on Form 8-K                22

                           Signatures                                     S-1





                                                        ii









                          PART 1 FINANCIAL INFORMATION

                           Item 1. Financial Statement


     The  accompanying  unaudited  financial  statements  have been  prepared in
accordance  with the  instructions  for Form  10-Q  pursuant  to the  rules  and
regulations of the Securities and Exchange  Commission  and,  therefore,  do not
include all information and footnotes  necessary for a complete  presentation of
the financial  position,  results of operations,  cash flows,  and  stockholders
equity in conformity  with  generally  accepted  accounting  principles.  In the
opinion  of  management,   all  adjustments  considered  necessary  for  a  fair
presentation  of the results of  operations  and  financial  position  have been
included and all such adjustments are of a normal recurring nature.

     The unaudited  balance  sheet of the Company as of March 31, 2002,  and the
balance  sheet  derived from the  Companys  audited  financial  statement as of
December 31, 2001, the unaudited  statement of operations and cash flows for the
three months ended March 31, 2002 and 2001 the statements of stockholders equity
for the period from May 4, 1987 through  March 31, 2002 are attached  hereto and
incorporated herein by this reference.

     Operating results for the quarters ended March 31, 2002 are not necessarily
indicative of the results that can be expected for the year ending  December 31,
2002.

                               VoIP TELECOM, INC.
                       (Formerly Presidents Telecom, Inc)
                   Notes to Consolidated Financial Statements
                              As of March 31, 2002
                                       17

                  296 H Street 2nd floor, Chula Vista, CA 91910
                     Tel: (619) 422-1348 Fax: (619) 422-1465
                                ARMANDO C. IBARRA
                          CERTIFIED PUBLIC ACCOUNTANTS
                          ( A Professional Corporation)



Armando C. Ibarra,
C.P.A.
Members of the California Society of
Armando Ibarra, Jr.,
C.P.A.
Certified Public Accountants



The Board of Directors
VoIP Telecom, Inc.
(Formerly Presidents Telecom, Inc.)



We have reviewed the accompanying  consolidated  balance sheets of VoIP Telecom,
Inc. (Formerly  Presidents Telecom,  Inc.) as of March 31, 2002 and December 31,
2001 and the related statements of operations,  changes in stockholders equity,
and cash flows for the three months ended March 31, 2002 and 2001, in accordance
with  Statements  on Standards  for  Accounting  Review  Services  issued by the
American Institute of Certified Public Accountants.  All information included in
these  financial  statements  is the  representation  of the  management of VoIP
Telecom,  Inc. A review consists  principally of inquiries of company  personnel
and analytical procedures applied to financial data. It is substantially less in
scope than an audit in accordance with generally  accepted  auditing  standards,
the objective of which is the  expression of an opinion  regarding the financial
statements  taken as a whole.  Accordingly,  we do not express  such an opinion.
Based on our review, we are not aware of any  modifications  that should be made
to the accompanying  financial  statements in order for them to be in conformity
with generally accepted accounting principles.

 _________________________
ARMANDO C. IBARRA, CP

Chula Vista, California
May 15, 2002










                               VoIP TELECOM, INC.
                       (Formerly Presidents Telecom, Inc.)
                           Consolidated Balance Sheets
                   As of March 31, 2002 and December 31, 2001


                                                         ASSETS

                                               2002         2001

CURRENT ASSETS
   Cash ..............................             $          --
   Note receivable ...................          --         269,591
   Receivable - related party ........          --          28,781
   Loan receivable ...................          --         200,822
                                                          --------

     Total Current Assets ............          --         507,938

NET PROPERTY & EQUIPMENT .............         9,917       323,317

OTHER ASSETS
   Deposits ..........................          --          55,354
   Note receivable ...................       399,057          --
                                                          --------

     Total Other Assets ..............       399,057        55,354
                                                          --------

                  TOTAL ASSETS .......      $408,974      $886,609
                                                          ========




                               VoIP TELECOM, INC.
                       (Formerly Presidents Telecom, Inc.)
                           Consolidated Balance Sheets
                   As of March 31, 2002 and December 31, 2001

                                            LIABILITIES AND STOCKHOLDERS' EQUITY

                                                     2002              2001

  CURRENT LIABILITIES

     Accounts payable ..........................   $        700    $    897,088
     Accrued accounts payable ..................         46,548         207,130
     Loans payable .............................         23,870         625,224
                                                   ------------    ------------

       Total Current Liabilities ...............         71,118       1,729,443

                                                   ------------    ------------


  TOTAL LIABILITIES ............................         71,118       1,729,443

  STOCKHOLDERS' EQUITY

     Common stock ($0.0001 par value
, 100,000,000 shares
        authorized; 4,776,149 and
40,722,972 shares issued

        and outstanding for 2001
and 2000, respectively) ........................            477           4,073
     Additional paid-in capital ................     12,969,684      12,424,067
     Deficit accumulated during
 development stage .............................        (95,911)        (95,911)
     Deficit ...................................    (12,536,394)    (13,175,063)
                                                   ------------    ------------

       Total Stockholders' Equity ..............        337,856        (842,834)

  TOTAL LIABILITIES ............................           --              --
                     & STOCKHOLDERS' EQUITY ....   $    408,974    $    886,609
                                                   ============    ============





                               VoIP TELECOM, INC.
                       (Formerly Presidents Telecom, Inc.)
                      Consolidated Statements of Operations
               For the Three Months Ended March 31, 2002 and 2001

                                             2002                      2001

REVENUES
Sales                                          $     18,700        $    184,629
Costs of revenues                                   (17,840)                  -
                                    -------------------------------------------

Total Net Revenues                                      860             184,629

OPERATING COSTS
Depreciation                                         27,868              26,753
Bank charges                                            142                 690
Bad debt expense                                        561                   -
Administrative expenses                             562,217             400,315

Total Operating Costs                               590,788             427,758

OTHER INCOME & (EXPENSES)


Interest income                                           -                   7

(Loss) on investment                                      -            (137,393)

Other expenses                                       (1,175)                  -

Exchange gain or loss                                     -                  15

Gain on disposal of assets                        1,229,809                   -

Interest expense                                        (37)            (62,850)
                                    -------------------------------------------

Total Other
Income & Expenses                                 1,228,597            (200,221)
                                    -------------------------------------------

NET INCOME / (LOSS)                            $    638,669        $   (443,350)
                                    ===========================================

BASIC EARNINGS INCOME
/ (LOSS) PER SHARE                             $       0.21               (0.01)
                                    ===========================================


WEIGHTED AVERAGE NUMBER OF
COMMON SHARES
OUTSTANDING                                       3,098,593          31,362,558
                                    ===========================================




                               VoIP TELECOM, INC.
                       (Formerly Presidents Telecom, Inc.)
            Consolidated Statement of Changes in Stockholders' Equity
               From May 4, 1987(Inception) through March 31, 2002




                                                            Common   Additional
                                               Common       Stock   Paid in
                                               shares       amount    capital
Inception, May 4, 1987                              -            -            -


Common stock
issued for cash                               600,000           60          940

Net loss from inception on May 4,
1987 through
December 31, 1997                                   -            -            -
-------------------------------------------------------------------------------

Balance, December 31, 1997                    600,000           60          940
===============================================================================

Net loss for the year ended December
31, 1998                                            -            -            -
-------------------------------------------------------------------------------

Balance, December 31, 1998                    600,000           60          940
===============================================================================

Common stock issued December 31, 1998
for cash at $ 0.15                             60,000            6      149,994


Contributed capital                                 -            -           67

Common stock issued June 17, 1998
for cash at
$ 0.84 per share
                                                5,400            1       89,999
Stock issued on June 2, 2000
for services
valued at $ 0.84
                                                  300            1        4,999
Net loss for the year ended
December 31, 1999
-------------------------------------------------------------------------------
Balance, December 31, 1999
                                              665,700           68      245,999
===============================================================================

Common stock issued on March 31, 2000
for cash at
$ 0.54 per share
                                              137,614           13    2,752,263
Common stock issued on March 31, 2000
for cash at $ 0.20
                                              190,500           19      761,981

Stock offering costs                                -            -     (607,928)

Common stock issued on April 20, 2000
for services valued
at $ 3.00 per share
                                                3,000            1      179,999

Common stock issued on April 28, 2000
for services valued
at $ 1.00 per share
                                               54,030            5    1,080,595

Common stock issued on May 17, 2000
for services valued
at $ 0.50 per share
                                                1,250            1       12,499





                                                Stock
                                            Subscription   Retained
                                             Receivale      Earnings     Total

Inception, May 4, 1987                       $     -             -           -


Common stock issued for cash                       -             -         1,000

Net loss from inception on May 4,
1987 through December 31, 1997                     -        (1,000)      (1,000)

--------------------------------------------------------------------------------

Balance, December 31, 1997                         -        (1,000)            -
================================================================================

Net loss for the year ended December
31, 1998                                           -        (1,450)      (1,450)

--------------------------------------------------------------------------------

Balance, December 31, 1998                         -        (2,450)      (1,450)
================================================================================

Common stock issued December 31, 1998
for cash at $ 0.15
                                            (150,000)            -             -


Contributed capital                                -             -            67

Common stock issued June 17, 1998
for cash at $ 0.84 per share
                                                   -             -        90,000

Stock issued on June 2, 2000
for services valued at $ 0.84
                                                   -             -         5,000

Net loss for the year ended

December 31, 1999                                  -       (93,461)     (93,461)

--------------------------------------------------------------------------------
Balance, December 31, 1999
                                            (150,000)      (95,911)          156
================================================================================

Common stock issued on March 31, 2000
for cash at $ 0.54 per share
                                                   -             -     2,752,276

Common stock issued on March 31, 2000
for cash at $ 0.20
                                                   -             -       762,000


Stock offering costs                               -             -     (607,928)

Common stock issued on April 20, 2000
for services valued at $ 3.00 per share
                                                   -             -       180,000

Common stock issued on April 28, 2000
for services valued at $ 1.00 per share
                                                   -             -     1,080,600

Common stock issued on May 17, 2000
for services valued at $ 0.50 per share
                                                   -             -        12,500





                               VoIP TELECOM, INC.
                       (Formerly Presidents Telecom, Inc.)
            Consolidated Statement of Changes in Stockholders' Equity
               From May 4, 1987(Inception) through March 31, 2002

                                                        Common     Additional
                                           Common        Stock       Paid in
                                            Shares       Amount      Capital


continued

Common stock issued on May 19, 2000
for services valued
at $ 0.17 per share
                                              8,642            1       28,804

Common stock issued to acquire 100%
of Central America Fuel Technologies,
Inc. on March 15, 2000
                                                300            1       14,999

Options exercised at $ 0.42 per share
                                              3,750            1       31,249

Options exercised at
$ 0.21 per share
                                              3,000            1       12,499

Options exercised at
$ 0.21 per share
                                              3,000            1       12,499

Common stock issued on June 30, 2000
for acquisition of ICE
at $ 0.83 per share
                                            150,000           15    2,499,985

Common stock issued on June 30, 2000
Access Network Limited
at $ 0.83 per share
                                            240,000           24    3,999,976

Common stock issued on August 30, 2000
for debt settlement at
$ 0.20 per share
                                            107,607           10      358,680
Common stock issued for debt
settlement at
$ 0.83 per share
                                              5,467            1       90,751

Receipt of subscription
receivable                                        -            -            -

Options exercised
at $ 0.2084
                                                600            1        2,499

Options exercised
at $ 0.4167
                                              2,130            1       17,749

Options exercised
at $ 0.4167
                                                120            1          999

Common stock issued for cash
at $ 0.10
per share
                                              6,000            1       11,999

Common stock issued for cash
at $ 0.10
per share
                                             25,000            2       49,998

Common stock issued for services
at $ 0.16827
per share
                                             26,000            2       87,498

Net loss for the year ended
December 31, 2000                                 -            -
-----------------------------------------------------------------------------
Balance, December
31, 2000
                                          1,633,710          170




















                                            Stock
                                         Subscription    Retained
                                          receivabel      earnings    Total

continued

Common stock issued on May 19, 2000
for services valued at $ 0.17 per share
                                               -              -         28,805

Common stock issued to acquire 100%
of Central America Fuel Technologies,
Inc. on March 15, 2000
                                                -              -         15,000

Options exercised at $ 0.42 per share
                                               -              -         31,250

Options exercised at $ 0.21 per share
                                              -              -         12,500

Options exercised at $ 0.21 per share
                                                -              -         12,500

Common stock issued on June 30, 2000
for acquisition of ICE at $ 0.83 per share
                                                 -              -      2,500,000

Common stock issued on June 30, 2000
Access Network Limited at $ 0.83 per share
                                                -              -      4,000,000

Common stock issued on August 30, 2000
for debt settlement at $ 0.20 per share         -              -        358,690


Common stock issued for debt
settlement at $ 0.83 per share
                                                -              -         90,752


Receipt of subscription receivable         150,000              -        150,000

Options exercised at $ 0.2084
                                                -              -          2,500

Options exercised at $ 0.4167
                                                 -              -         17,750

Options exercised at $ 0.4167
                                                -              -          1,000

Common stock issued for cash
at $ 0.10 per share
                                                 -              -         12,000

Common stock issued for cash
at $ 0.10 per share
                                                 -              -         50,000

Common stock issued for services
at $ 0.16827 per share
                                                 -              -         87,500

Net loss for the year ended
December 31, 2000                               -    (11,281,619)   (11,281,619)

------------------------------------------------------------------------------
Balance, December 31, 2000
                                               -    (11,377,530)       268,232
===============================================================================



                               VoIP TELECOM, INC.
                       (Formerly Presidents Telecom, Inc.)
            Consolidated Statement of Changes in Stockholders' Equity
               From May 4, 1987(Inception) through March 31, 2002


                                                        Common        Additional
                                              Common    stock         paid in
                                             shares     amount        capital

continued

Recission of ICE at $ 0.10 per share
                                              (150,000)      (22)      (299,978)

Common stock issued on January 25, 2001
for services at $ 0.10 per share
                                                90,000         9        179,991

Common stock issued on February 9, 2001
for debt service at $ 0.10 per share
                                                31,425         2         62,848

Common stock issued on February 20, 2001
for services at $ 0.10 per share
                                                 1,014         1          2,027

Common stock issued on March 9, 2001
for services valued at $ 0.10 per share
                                                12,500         1         24,999

Common stock issued March 10, 2001
for services valued at $ 0.10 per share
                                                 5,000          1          9,999

Common stock issued on June 30, 2001
for services valued at $ 0.10 per share
                                                12,500          1          2,499

Common stock issued on July 17, 2001
at $ 0.10 per share
                                               400,000        40        799,960

Net loss for the period ended
December 31, 2001                               -               -       -
-------------------------------------------------------------------------------
Balance, December 31, 2001
                                             2,036,149       203     12,427,937
===============================================================================

Common stock issued on February 11, 2002
for services at $ 0.01 per share
                                               100,000        10         19,990

Common stock issued on February 25, 2002
for services at $ 0.12 per share
                                                20,000         2         47,998

Common stock issued on February 25, 2002
for services at $ 0.12 per share
                                             2,200,000       220        263,801

Common stock issued on March 1, 2002
for services at $ 0.50 per share
                                               420,000        42        209,958

Net lncome for the period ended
March 31, 2002
-------------------------------------------------------------------------------

Balance, March 31, 2002                      4,776,149       477     12,969,684
===============================================================================




                                             Stock
                                           Subscription     Retained
                                              receivale     earnings    total




continued

Recission of ICE at $ 0.10 per share
                                                     -         -       (300,000)

Common stock issued on January 25, 2001
for services at $ 0.10 per share
                                                     -         -        180,000

Common stock issued on February 9, 2001
for debt service at $ 0.10 per share
                                                     -         -         62,850

Common stock issued on February 20, 2001
for services at $ 0.10 per share
                                                     -         -          2,028

Common stock issued on March 9, 2001
for services valued at $ 0.10 per share
                                                     -         -         25,000

Common stock issued March 10, 2001
for services valued at $ 0.10 per share
                                                     -        -         10,000

Common stock issued on June 30, 2001
for services valued at $ 0.10 per share
                                                     -         -          2,500

Common stock issued on July 17, 2001
at $ 0.10 per share
                                                     -         -        800,000

Net loss for the period ended
December 31, 2001                                    -   (1,893,444) (1,893,444)

-------------------------------------------------------------------------------
Balance, December 31, 2001
                                                     -  (13,270,974)  (842,834)
================================================================================

Common stock issued on February 11, 2002
for services at $ 0.01 per share
                                                     -         -         20,000

Common stock issued on February 25, 2002
for services at $ 0.12 per share
                                                     -         -         48,000

Common stock issued on February 25, 2002
for services at $ 0.12 per share
                                                     -          -        264,021

Common stock issued on March 1, 2002
for services at $ 0.50 per share
                                                     -         -        210,000

Net lncome for the period ended
March 31, 2002                                      -      638,669       638,669

-------------------------------------------------------------------------------

Balance, March 31, 2002                         -    (12,632,305)       337,856


                               VoIP TELECOM, INC.
                       (Formerly Presidents Telecom, Inc.)
                      Consolidated Statements of Cash Flows
               For the Three Months Ended March 31, 2002 and 2001

                                          2002           2001
CASH FLOWS FROM OPERATING ACTIVITIES

Income (loss) from
operations                             $   638,669    $  (443,350)
Depreciation expense                        27,868         26,753
(Increase) in account
receivable                                 298,372        (33,282)

Decrease in loans
receivable                                (198,246)             -

Decrease in deposits                        55,354              -
(Decrease) in accounts
payable                                   (896,388)      (543,647)
(Decrease) in accrued
accounts payable                          (160,582)
Common stock issued
for services                               542,021        279,878


Net Cash (used) by
Operating Activities                       307,068       (713,649)

CASH FLOWS FROM INVESTING ACTIVITIES


Net purchase of
fixed assets                                     -         (6,000)

Common stock retired
in ICE recission                                 -       (300,000)
Disposal of equipment                      285,543      1,053,596


Net Cash provided / (Used)
by Investing Activities                    285,543        747,596

CASH FLOWS FROM FINANCING ACTIVITIES

(Decrease) in loans
payable                                   (601,354)       (43,981)
Additional paid in
capital


Net Cash Provided by
Financing Activities                      (601,354)       (43,981)

Net Increase / (Decrease)
in Cash                                     (8,743)       (10,034)

Cash at Beginning
of Period                                    8,743         50,392


Cash at End of Period                      40,385               -
Supplemental Cash Flow Disclosures


Cash paid during period
for interest                     $             37     $            -

Schedule of Non-Cash
Activities

Common stock issued
for services                           $   542,021    $   279,878

Common stock retired
in ICE recission                      $         -    $    (300,000)

Gain on disposal of
assets                                 $ 1,229,809              -







NOTE 1.  ORGANIZATION AND DESCRIPTION OF BUSINESS

VoIP Telecom,  Inc. (the Company) was incorporated,  May 4, 1987, under the laws
of the state of  Nevada,  as Energy  Realty  Corporation.  On July 31,  1993 the
Companys name changed to Balcor International and on December 18, 1998 the name
was again changed to Dimension  House,  Inc. As of December 31, 1998 the Company
had no operations and in accordance  with SFAS # 17 was considered a development
stage  company.  As of December  31, 1998 the  Company was  authorized  to issue
100,000,000  shares  of  $0.0001  par  value of  which  10,000,000  shares  were
outstanding.  On October  28, 1999 the  Company  changed its name to  Presidents
Telecom,  Inc. Pursuant to an acquisition  agreement and plan of merger dated as
of March 15, 2000 between the Company then known as Presidents Telecom, Inc. and
Central America Fuel  Technology,  Inc. (CAFT),  a Nevada  corporation,  all the
outstanding  common shares of CAFT were  exchanged for 5,000  restricted  common
shares of VoIP. On April 17, 2000, the Company changed its name to VoIP Telecom,
Inc. On March 29, 2002 the Company sold Access Network Limited their  subsidiary
for a net gain of $1,229,809.  The Company delivers  international long distance
services via flexible,  server-based networks consisting of re-sale arrangements
with other long distance providers,  various foreign termination  relationships,
VoIPs own  international  servers  and  leased/owned  transmission  facilities.
Employing   digital  switching  and  transmission   technologies   supported  by
comprehensive  monitoring and technical support personnel,  the Company provides
services in foreign countries.


NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a. Accounting Method

The  Companys  financial  statements  are prepared  using the accrual  method of
     accounting. The company has elected a December 31, year end.

b. Basis of Consolidation

     The consolidated  financial statements of VoIP Telecom,  Inc. include those
accounts of VoIP Telecom,  Inc., and Access  Network  Limited.  All  significant
intercompany transactions have been eliminated.








NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

c. Basic Loss per Share

     In February 1997, the FASB issued SFAS No. 128,Earnings Per Share, which
specifies the computation, presentation and disclosure requirements for earnings
(loss) per share for entities  with  publicly  held common  stock.  SFAS No. 128
supersedes the provisions of APB No. 15, and requires the  presentation of basic
earnings (loss) per share and diluted earnings (loss) per share. The Company has
adopted the provisions of SFAS No. 128 effective  December 6, 1993  (inception).
Basic net loss per share excludes  dilution and is computed by dividing net loss
by the weighted average number of common shares  outstanding during the reported
periods.  Diluted net loss per share reflects the potential  dilution that could
occur if a stock  option  and  other  commitments  to issue  common  stock  were
exercised.

d. Cash Equivalents

     The Company  considers  all highly  liquid  investments  with a maturity of
three months or less when purchased to be cash equivalents.

e. Estimates and Adjustments

     The  preparation  of financial  statements  in  conformity  with  generally
accepted  accounting  principles  requires  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.

f. Basis of  Presentation  and  Considerations  Related to  Continued  Existence
(going concern)

     The Companys financial  statements have been presented on the basis that it
is a going  concern,  which  contemplates  the  realization  of  assets  and the
satisfaction  of  liabilities  in the normal  course of  business.  The Companys
management intends to raise additional operating funds through operations and/or
debt offerings.









NOTE 2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

g.  Income Taxes

     The Company accounts for income taxes using the asset and liability method.
Under the asset and liability  method,  deferred income taxes are recognized for
the tax consequences of temporary  differences by applying enacted statutory tax
rates applicable to future years to differences  between the financial statement
carrying amounts and the tax bases of existing assets and liabilities.  Deferred
tax  assets  are  reduced  by a  valuation  allowance  when,  in the  opinion of
management,  it is more likely than not that some portion or all of the deferred
tax assets will not be realized. See note 3 regarding income tax benefit.
h. Property & Equipment

     Property and equipment are recorded at cost.  Minor additions  renewals are
expensed in the year incurred.  Major additions and renewals are capitalized and
depreciated over their estimated useful lives.  Depreciation and amortization is
calculated using  straight-line and accelerated  methods for income tax purposes
(five years for vehicles and equipment,  and seven years for office  furniture).
Total depreciation for the three months-ended March 31, 2002 is $ 27,868.


NOTE 3 -   INCOME TAXES

                                 As of March 31,            As of December 31,
                                     2002                         31, 2001

Deferred tax assets:
Net operating loss carryforwards          $ 4,321,306    $      4,544,840
                          -----------------------------------------------
Other                                    -0-                  -0-

Valuation allowance                        (4,321,306)         (4,544,840)
                          -----------------------------------------------

Net deferred tax assets            $              -0-    $       -0-
                          ===============================================

     Realization  of deferred tax assets is  dependent  upon  sufficient  future
taxable  income  during the period that  deductible  temporary  differences  and
carryforwards are expected to be available to reduce taxable income.


NOTE 4  NOTE RECEIVABLE

     This  Company  sold various  assets to  Universal  Commerce  Limited in the
amount of $399,057.  The  receivable  is due on or before March 29, 2012.  As of
March 31, 2002 the note bears no interest rate.



NOTE 5 -  GOING CONCERN

     As shown in the accompanying  financial statements the Company has incurred
a deficit of $12,632,305 since its inception in 1987. The ability of the Company
to continue as a going  concern is dependent on the  significant  generation  of
revenue from the Companys  international long distance services.  The financial
statements do not include any adjustments that might be necessary if the Company
is unable to continue as a going concern.


NOTE 6 -  PROPERTY & EQUIPMENT
     Property is stated at cost.  Additions,  renovations,  and improvements are
capitalized.  Maintenance  and repairs,  which do not extend  asset  lives,  are
expensed as incurred. Depreciation is provided on a straight-line basis over the
estimated useful lives ranging from 27.5 years for commercial rental properties,
5 years for tenant improvements, and 5 - 7 years on furniture and equipment.

                               March 31, 2002
                Equipment                       $ 12,728
       ---------------------------------
Total Equipment                 $ 12,728
Less Accumulated Depreciation     (2,811)
       ---------------------------------
       ---------------------------------

Net Property and Equipment      $  9,917
       =================================


 NOTE 7 -  STOCK TRANSACTIONS

     As of December 31, 1998 the Company had 12,000,000 shares  outstanding.  On
June 17, 1998,  the Company  issued  1,200,000  shares of common stock valued at
$0.15 per share for cash. On June 17, 1998 the Company  issued 108,002 shares of
common stock for cash valued at $1.00 per share.  On June 17, 1998.  The Company
issued 6,000 shares of common stock for services  valued at $1.00 per share.  As
of  December  31,  1999 the  Company  had  13,314,002  shares  of  common  stock
outstanding.  On March 31, 2000, the Company issued  2,752,276  shares of common
stock for cash valued at $0.54 per share.  On March 31, 2000, the Company issued
3,810,000 shares of common stock for cash valued at $0.20 per share.




NOTE 7 -  STOCK TRANSACTIONS (CONTINUTED)

     On April 20,  2000 the Company  issued  60,000  shares of common  stock for
services  valued at $3.00 per  share.  On April 28,  2000,  the  Company  issued
1,080,600  shares of common stock for services valued at $1.00 per share. On May
17, 2000, the Company  issued 25,000 shares of common stock for services  valued
at $0.50 per share. On May 19, 2000, the Company issued 172,834 shares of common
stock for services valued at $0.17 per share. On June 2, 2000 the Company issued
6,000  shares  of  common  stock  to  acquire  100%  of  Central   America  Fuel
Technologies,  Inc.  valued at $2.50 per share. On June 30, 2000 the Company had
75,000 shares of common stock  exercised  valued at $0.42 per share. On June 30,
2000 the Company had 60,000 shares of common stock exercised valued at $0.21 per
share.  On June 30, 2000 the Company had 60,000 shares of common stock exercised
valued at $0.21 per share. On June 30, 2000 the Company issued  3,000,000 shares
of common  stock to acquire ICE valued at $0.83 per share.  On June 30, 2000 the
Company  issued  4,800,000  shares of common  stock to  acquire  Access  Network
Limited  valued at $0.83  per  share.  On August  30,  2000 the  Company  issued
2,152,140 shares of common stock for debt settlement  valued at $0.20 per share.
On August 30, 2000 the Company  issued  109,340  shares of common stock for debt
settlement  valued at $0.83 per share. On October 1, 2000 the Company had 12,000
shares of common stock exercised valued at $0.2084 per share. On October 4, 2000
the Company had 42,600 shares of common stock exercised at $0.4167 per share.



NOTE 7 -  STOCK TRANSACTIONS (CONTINUTED)

     On October 12, 2000 the Company had 2,400 shares of common stock  exercised
valued at $0.4167 per share.  On December  27, 2000 the Company  issued  120,000
shares of common stock for cash valued at $0.10 per share.  On December 27, 2000
the Company  issued  500,000 shares of common stock for cash valued at $0.10 per
share.  On December 31, 2000 the Company  issued  525,000 shares of common stock
for cash valued at $0.17 per share. On January 1, 2001 the Company rescinded the
issuance of 3,000,000  shares for the acquisition of ICE at a value of $0.10. On
January  25,  2001 the  Company  issued  1,800,000  shares of  common  stock for
services  valued at $0.10 per share.  On  February  9, 2001 the  Company  issued
628,500 shares of common stock for debt settlement valued at $0.10 per share. On
February 20, 2001 the Company  issued 20,280 shares of common stock for services
valued at $0.10 per share. On March 9, 2001 the Company issued 100,000 shares of
common  stock for  services  valued at $0.10 per  share.  On March 10,  2001 the
Company issued  250,000 shares of common stock for services  valued at $0.10 per
share.  As of March 31,  2001  there  were  35,472,972  shares  of common  stock
outstanding.  On June 30, 2001 the Company issued 250,000 shares of common stock
for  services  valued at $0.01 per share.  On July 17, 2001 the  Company  issued
8,000,000  shares of common  stock for  services  valued at $0.10 per share.  On
February  11,  2002 the  Company  issued  2,000,000  shares of common  stock for
services valued at $0.10 per share. On February 25, 2002 the Company  declared a
20:1 split of its outstanding common stock.




NOTE 7 -  STOCK TRANSACTIONS (CONTINUTED)
     On February 25, 2002 the Company  issued  20,000 shares of common stock for
services  valued at $0.12 per share.  On February  25,  2002 the Company  issued
2,200,000  shares of common  stock for  services  valued at $0.12 per share.  On
March 31, 2002 the Company  issued  420,000  shares of common stock for services
valued at $0.50 per share. As of March 31, 2002 the Company had 4,776,149 shares
of common stock outstanding.



NOTE 8 -  ISSUANCE OF SHARES FOR SERVICES STOCK OPTIONS

     The company has a  nonqualified  stock option plan,  which provides for the
granting of options to key employees,  consultants,  and nonemployees directors
of the  Company.  The  valuations  of shares for  services are based on the fair
market  value of  services.  The  Company  has  elected to account for the stock
option plan in accordance  with paragraph 30 of SFAS 123 where the  compensation
to  employees  should be  recognized  over the  period(s)  in which the  related
employee services are rendered.  In accordance with paragraph 19 of SFAS 123 the
fair value of a stock option granted is estimated using an option-pricing model.

     A total of 2,740,000  shares were issued for services to management and key
employees for the three months ended March 31, 2002.




                                                         3




                 ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Going Concern and Ability of the Company to Continue

     The Company has a net  operating  loss carry forward of  $12,632,305  since
inception through March 31, 2002.

     The Companys consolidated financial statements are prepared using generally
accepted accounting principles applicable to a going concern, which contemplates
the realization of assets and liquidation of liabilities in the normal course of
business.  The  Company has not  established  revenues  sufficient  to cover its
operating costs and allow it to continue as a going concern. Management believes
that the Company will soon be able to generate revenues  sufficient to cover its
operating costs. In the interim, the Company intends to raise additional capital
through private placements of its common stock.

Liquidity and Capital Resources

     As of March 31,  2002 the  Company  has $0 in current  assets  compared  to
current  liabilities of $71,118.  This is compared to current assets of $507,938
and current liabilities of $1,729,443.  Management  recognizes there is a severe
impairment to the Companys  financial  statement.  The current  liabilities are
comprised of $47,248 in accounts payable and $23,870 in loans payable.

Results of Operations

     For the first  quarter  ended March 31,  2002 the  Company had  revenues of
$18,700 and operating  expenses including costs of revenues of $608,628 compared
to revenues of $184,629 and operating expenses of $427,758 as of March 31, 2001.
The Company has a gain on the sale of disposable assets of $1,229,809 due to the
phasing out of the telecom business.  General and Administrative costs increased
$161,902 for the three  months ended March 31, 2002 due to the Company  changing
direction to enter the refractory  services  business.  As of March 31, 2002 the
Company had a net income of $638,669  compared to a net loss of $443,350 for the
same period the year before.

Net Operating Loss

     The Company has  accumulated  approximately  $12,632,305  of net  operating
losses  caryforwards  as of March 31, 2002,  which maybe offset against  taxable
income and income  taxes in future  years.  The use of these to losses to reduce
future income taxes will depend on the  generation of sufficient  taxable income
prior to the expiration of the net loss carryforwards.  The carryforwards expire
in the year  2022.  In the event of certain  changes in control of the  Company,
there will be an annual limitation on the amount of carryforwards,  which can be
used.


Sale of Common Capital Stock

         None to report.

Risk Factors and Cautionary Statements

     Forward-looking  statements  in this  report are made  pursuant to the safe
harbor provisions of the Private  Securities  Litigation Reform Act of 1995. The
Company wished to advise  readers that actual  results may differ  substantially
from such forward-looking statements. Forward-looking statements involve
                                                        30
risks and  uncertainties  that could cause actual  results to differ  materially
from those expressed on or implied by the statements, including, but not limited
to, the following:  the ability of the Company to successfully meet its cash and
working  capital needs,  the ability of the Company to  successfully  market its
product,  and other risks detailed in the Companys periodic report filings with
the Securities and Exchange Commission.


                                            PART II  OTHER INFORMATION

                                             ITEM 1. LEGAL PROCEEDINGS

     There are  presently no pending legal  proceedings  to which the Company or
any of its subsidiaries are a party, to the best of knowledge of the Company. No
actions against the Company are contemplated or threatened.

                                           ITEM 2. CHANGES IN SECURITIES

     On January 11, 2002 the Company  issued  100,000  shares of common stock at
$.20 per share to Jerry Hunter for services rendered for total  consideration of
$20,000. The above shares were issued pursuant to Regulation S-8.

     Effective the opening of the business day the Company  announced a 1 for 20
reverse split.

     On February 25, 2002 the Company  issued  20,000  shares of common stock at
$.12  per  share  to eight  individuals  for  services  rendered  on the  Keppel
acquisition that never was consummated for total  consideration of $48,000.  The
above issued shares were issued under section 4 (2) of the 1933  Securities  Act
and bear a restrictive legend.

     On February  25, 2002 the Company  also issued  2,200,000  shares of common
stock at $.12 to management  and  directors  for services  rendered and debt for
total  consideration  of  $264,021.  The above  issued  shares were issued under
section 4 (2) of the 1933 Securities Act and bear a restrictive legend.

     On March 1, 2002 the Company  issued 420,000 shares of common stock at $.50
per share for services rendered and total  consideration of $210,000.  The above
shares were issued pursuant to Regulation S-8.

     As  of  March  31,  2002  there  were  4,776,149  shares  of  common  stock
outstanding.

                     ITEM 3. DEFAULTS UPON SENIOR SECURITIES

         None.

         ITEM 4. SUBMISSION OF MATTERS TO BE A VOTE OF SECURITY HOLDERS


     At a Special  Meeting of the  Shareholders  on March 28, 2002 the  security
holders were asked to vote on the following:

         The election of Directors for 2002:

                                    For             Against     Abstain

         B. Grant Hunter            2,457,545

         Jerry Hunter               2,457,545

         Ed H. Gatlin               2,457,545
                                    For             Against         Abstain

         W. Burley Shedd           2,457,545

         Mary A. Eubanks           2,457,545

         The appointment of the Independent Auditor for the year 2002.

                                            For            Against       Abstain

         Armando C. Ibarra                  2,457,545
         350 E. St.
         Chula Vista, CA 91910

    The appointment of the Independent Registrar and Transfer Agent for 2002.

                                            For          Against      Abstain

         Signature Stock Transfer           2,457,545
         14675 Midway Rd.
         Addison, TX 75001

         For the ratification to sell the remaining telecom assets.

                                            For            Against     Abstain

                                            2,457,545

         All motions at the Special Meeting of Shareholders were approved.


                                             ITEM 5. OTHER INFORMATION
         None.

                           ITEM 6.  EXHIBITS AND REPORTS ON 8-K

1.       Form 8KA filed by reference on January 31, 2001
2.       Form 10KSBA filed by reference on January 31, 2002
3.       DEF14A filed by reference on March 1, 2002
4.       S8 filed by reference on March 1, 2002
5.       DEFR14A filed by reference on March 1, 2002
6.       10QSBA filed by reference on March 21, 2002
7.       10KSB filed by reference on March 27, 2002









                                                        32






                                                    SIGNATURES
     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  Report  to be  signed  in its  behalf by the
undersigned hereto duly authorized.



                                                VOIP TELECOM, INC.


Dated: May 17, 2002

                                                   By:/S/ Grant Hunter
                                                     B. Grant Hunter
                                                       President















                                                        S-1

                                    ........