U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB
                                 AMENDMENT NO. 1

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

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2002

               [ ] Transition report under section 13 or 15(d) of
                              the Exchange Act.

                         COMMISSION FILE NUMBER 0-27995

                         TRANS-CENTURY RESOURCES, INC.
                     --------------------------------------
        (EXACT NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS CHARTER)

                  DELAWARE                               95-4714549
                  --------                               ----------
       (STATE OR OTHER JURISDICTION OF                (I.R.S. EMPLOYER
        INCORPORATION OR ORGANIZATION)               IDENTIFICATION NO.)

                8140 N. MOPAC EXPRESSWAY, WESTPARK III, SUITE 200
                              AUSTIN, TEXAS  78759
        ----------------------------------------------------------------
                    (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

                                 (512) 345-0280
                                 --------------
                           (ISSUER'S TELEPHONE NUMBER)

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

                         YES  [X]    NO  [ ]

     As of August 15, 2002, there were 13,500,000 shares of Common Stock, $0.001
par value, of the issuer outstanding.

            Transitional Small Business Disclosure Format (check one)

                         YES [ ]    NO [X]





<PAGE>




                          TRANS-CENTURY RESOURCES, INC.

                                      INDEX

         PART I. FINANCIAL INFORMATION                            PAGE NUMBER

         Item 1. Financial Statements

           CONSOLIDATED BALANCE SHEET AS OF JUNE 30,
           2002 (Unaudited)                                               3

           CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE
           THREE MONTHS AND SIX MONTHS ENDED JUNE 30, 2002
              AND 2001 (Unaudited)                                        4

           CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE
             SIX MONTHS ENDED JUNE 30, 2002 AND 2001 (Unaudited)          5

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS                   6-11

         Item 2. Management's Discussion and Analysis of
                 Financial Condition and Results of Operations           12


         Part II.   OTHER INFORMATION

         Item 1.  Legal Proceedings                                      14

         Item 2.  Change in Securities and Use of Proceeds               14

         Item 3.  Defaults Upon Senior Securities                        14

         Item 4.  Submission of Matters to a Vote of Security Holders    14

         Item 5.  Other Information                                      14

         Item 6.  Exhibits and Reports on Form 8-K                       14

         Signatures                                                      15


                                       2





<PAGE>
PART I.  FINANCIAL INFORMATION
Item 1.   Financial Statements

                          TRANS-CENTURY RESOURCES, INC.
                           CONSOLIDATED BALANCE SHEET
                                  JUNE 30, 2002
                                   (Unaudited)

                                     ASSETS
CURRENT ASSETS
  Cash and cash equivalents                                       $        499
  Restricted cash                                                      250,000
  Accounts receivable, net                                             136,956
  Deposits and prepaid expenses                                          5,769
                                                                  ------------
      Total current assets                                             393,224
                                                                  ------------
PROPERTY AND EQUIPMENT, net                                             12,722
OTHER ASSETS                                                               249
                                                                  ------------
      TOTAL ASSETS                                                $    406,195
                                                                  ============

                 LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)
CURRENT LIABILITIES
   Bank overdraft                                                 $     15,166
   Deferred revenue                                                     12,500
   Accounts payable                                                    169,772
   Accrued expenses                                                     17,430
   Accrued interest                                                    125,645
   Note payable                                                        250,000
   Obligations under capital lease, current portion                      2,880
   Line of credit                                                       70,589
                                                                  ------------
      Total current liabilities                                        663,982
                                                                  ------------
DUE TO OFFICERS AND DIRECTORS, LONG-TERM                             1,227,000

OBLIGATIONS UNDER CAPITAL LEASE, NET OF CURRENT PORTION                  1,329
                                                                  ------------
      Total liabilities                                              1,892,311
                                                                  ------------
COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY (DEFICIT)
   Preferred stock (8,000,000 authorized, $.001 par, -0-
      issued and outstanding)                                                -
   Common  stock  (100,000,000 authorized, $.001 par,
      14,000,000 issued, 13,500,000 outstanding)                        14,000
   Accumulated Deficit                                              (1,499,616)
         Total paid-in capital and retained earnings                (1,485,616)
   Less cost of treasury stock (500,000 shares)                           (500)
                                                                  ------------
         Total shareholders' equity (deficit)                       (1,486,116)
                                                                  ------------
         TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)     $    406,195
                                                                  ============

                 SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                       3
<PAGE>

<TABLE>
<CAPTION>
                             TRANS-CENTURY RESOURCES, INC.
                         CONSOLIDATED STATEMENTS OF OPERATIONS
                                      (Unaudited)

                                             Three months ended                Six months ended
                                         June 30, 2002  June 30, 2001     June 30, 2002   June 30, 2001
                                         -------------   -------------    -------------   -------------
<S>                                      <C>            <C>               <C>             <C>
REVENUES                                 $   131,273    $    258,626      $   284,617     $   435,876

EXPENSES
Selling, general and administrative           64,769         180,846          127,822         247,699
Salaries and related expenses                150,202          96,331          280,371         190,694
Legal and accounting fees                     69,757          18,125           83,759          18,880
Office supplies                                8,213           4,006           14,270           9,509
Rent                                          30,477          20,004           51,977          41,094
Depreciation and amortization                  2,125           1,959            4,250           3,920
                                         -------------   -------------    -------------   -------------
      Total operating expenses               325,543         321,271          562,449         511,796
                                         -------------   -------------    -------------   -------------

      Operating income (loss)               (194,270)        (62,645)        (277,832)        (75,920)
                                         -------------   -------------    -------------   -------------

Other income (expense)
   Interest expense                          (30,390)         (7,174)         (57,786)        (17,592)
   Interest and other income                   3,062              -             3,062              -
                                         -------------   -------------    -------------   -------------
      Total other income (expense)           (27,328)         (7,174)         (54,724)        (17,592)
                                         -------------   -------------    -------------   -------------

LOSS BEFORE TAXES                           (221,598)        (69,819)        (332,556)       (93,512)

PROVISION FOR TAXES                                -              -                -               -
                                         -------------   -------------    ------------    -------------

NET LOSS                                 $  (221,598)    $   (69,819)     $  (332,556)    $   (93,512)
                                         ============    =============     ============   =============

Loss per share, basic and diluted        $    (0.016)    $    (0.007)     $    (0.024)    $    (0.009)
                                         ============    =============     ============   =============

Weighted average common shares
outstanding during the period,
basic and diluted                         13,527,473      10,000,000       13,762,431      10,000,000
                                         ============    =============     ============   =============
</TABLE>

                 SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                       4


<PAGE>
<TABLE>
<CAPTION>
                          TRANS-CENTURY RESOURCES, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                                                                 Six months ended
                                                          June 30, 2002   June 30, 2001
                                                          -------------   -------------
<S>                                                       <C>             <C>
Cash flows used by operating activities
Net income (loss)                                         $  (332,556)    $   (93,512)
Adjustments to reconcile net loss to cash used by
   operating activities
   Depreciation and amortization                                4,250           3,919
Changes in operating assets and liabilities
   (Increase) decrease in restricted cash                           -        (250,000)
   (Increase) decrease in accounts receivable                   2,576        (193,888)
   (Increase) decrease in deposits and prepaid expenses             -          (1,577)
   (Increase) decrease in other assets                              -           5,119
   Increase (decrease) in deferred revenue                     12,500               -
   Increase (decrease) in accounts payable                     46,229          16,453
   Increase (decrease) in accrued expenses                     (5,348)           (932)
   Increase (decrease) in accrued interest                     50,318           8,483
                                                          -------------   -------------
Net cash used by operating activities                        (222,031)        (505,935)
                                                          -------------   -------------

Cash flows used for investing activities
   Acquisition of fixed assets                                 (1,497)         (1,213)
                                                          -------------   -------------
Net cash used for investing activities                         (1,497)         (1,213)
                                                          -------------   -------------

Cash flows from financing activities
   Increase in bank overdraft                                  15,166               -
   Payments under capital leases                               (1,837)              -
   Increase (decrease) in note payable                              -         250,000
   Increases (decreases) in line of credit                       (411)          7,000
   Acquisition of treasury stock                                 (500)              -
   Distributions                                                    -         (18,000)
   Due to officers and directors                              209,100         268,100
                                                          -------------   -------------
Net cash provided by financing activities                     221,518         507,100
                                                          -------------   -------------

Net increase (decrease) in cash                                (2,010)            (48)
Cash and cash equivalents, beginning of period                  2,509           5,713
                                                          -------------   -------------

Cash and cash equivalents, end of period                  $       499     $     5,665
                                                          =============   =============

NON-CASH TRANSACTIONS
   Cash paid for interest                                 $     7,468     $     9,109
</TABLE>

                 SEE NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                       5
<PAGE>


                          TRANS-CENTURY RESOURCES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                JUNE 30, 2002

NOTE 1:  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION

Trans-Century Resources, Inc. is a managed care consulting business that
services clients throughout the United States. It has designed and is in the
process of developing community-supported, insured group health programs for
selected non-urban markets.

In conjunction with this process, Trans-Century Resources, Inc. acquired a
captive insurance subsidiary, Community Health Risk Corporation. This wholly
owned subsidiary is presently inactive.

PRINCIPLES OF CONSOLIDATION AND PRESENTATION

The Company was created through the acquisition in November 2001 of a Texas
corporation (also called Trans-Century Resources, Inc.) by a development stage
corporation with no operations, eInsure Networks Corporation. For accounting
purposes, the Texas corporation was treated as the acquirer in a reverse
acquisition. In conjunction with the acquisition, eInsure Networks Corporation
changed its name to Trans-Century Resources, Inc. The historical financial
statements presented are those associated with the Texas corporation. The
accompanying consolidated financial statements include the accounts of
Trans-Century Resources, Inc. and its wholly owned subsidiary, Community Health
Risk Corporation, collectively the Company. All significant intercompany
accounts and transactions have been eliminated in the consolidation.

The interim financial statements presented include all adjustments necessary in
management's opinion to make those financial statements not misleading.

PROPERTY AND EQUIPMENT

Property and equipment are stated at cost and depreciated over the estimated
useful lives (ranging from 5 to 7 years) of the related assets using the double
declining balance method. Maintenance and repairs are charged to operations as
incurred and betterments of existing assets are capitalized.

Impairment losses are recorded on long-lived assets used in operations when
indicators of impairment are present and undiscounted cash flows estimated to be
generated by those assets are less than the assets' carrying amount. There has
been no impairment for property and equipment recorded in the financial
statements.

REVENUE RECOGNITION

The Company recognizes service contract revenue as services are rendered under
the terms of the related agreements, which are executed by both parties and
generally specify payment of an hourly rate for such services and reimbursement
of expenses.


                                       6

<PAGE>


                          TRANS-CENTURY RESOURCES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 JUNE 30, 2002

NOTE 1:  ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES (Continued)

CASH EQUIVALENTS

For financial reporting purposes, the Company considers all highly liquid
investments with a maturity of three months or less, when acquired, to be cash
equivalents. At June 30, 2002, the Company had $250,000 in restricted cash
dedicated to the repayment of a loan payable due to a financial institution.


ACCOUNTS RECEIVABLE

The Company provides for uncollectible accounts receivable using the allowance
method of accounting for bad debts. Under this method of accounting, a provision
for uncollectible accounts is charged to earnings. The allowance account is
increased or decreased based on past collection history and management's
evaluation of accounts receivable. All amounts considered uncollectible are
charged against the allowance account and recoveries of previously charged off
accounts are added to the allowance. At June 30, 2002, allowance for doubtful
accounts for accounts receivable was $0.

INCOME TAXES

The Company accounts for income taxes under the Financial Accounting Standards
Board Statement of Financial Accounting Standards No. 109, "Accounting for
Income Taxes" ("Statement 109"). Under statement 109, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to
differences between the financial statement carrying amounts of existing assets
and liabilities and their respective tax basis. Deferred tax assets and
liabilities are measured using enacted tax rates expected to apply to taxable
income in the years in which those temporary differences are expected to be
recovered or settled. Under Statement 109, the effect on deferred tax assets and
liabilities of a change in tax rates is recognized in income in the period that
includes the enactment date. There were no current or deferred income tax
expense or benefits due to the Company for the three months ended March 31,
2002. At June 30, 2002, the Company has a potential deferred tax asset of
approximately $114,000, which has been fully reserved, arising from net
operating losses aggregating $452,000. These net operating losses begin to
expire in 2020.

ESTIMATES

The preparation of financial statements in conformity with U.S. 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.


                                       7

<PAGE>


                          TRANS-CENTURY RESOURCES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 JUNE 30, 2002

NOTE 2:  PROPERTY AND EQUIPMENT

Property and equipment consist of the following:

          Furniture, fixtures, and equipment              $ 91,912
          Less accumulated depreciation                    (79,190)
                                                          --------
                Net Depreciable Assets                    $ 12,722
                                                          --------

Depreciation expense for the three months and six months ended June 30, 2002 was
approximately $2,000 and $4,000, respectively.


NOTE 3:  DUE TO OFFICERS AND DIRECTORS

Officers and directors have made unsecured advances to the Company to fund its
working capital requirements. All advances are due January 1, 2004 and accrue
interest at 9% annually. During the three months and six months ended June 30,
2002, the Company received advances totaling $111,600 and $209,100 and made
payments of $-0- and $-0-, respectively. In addition, the Company has an
unsecured note payable to a director in the amount of $30,000, due January 1,
2004, bearing interest at the prime rate plus 1.75%. At June 30, 2002, due to
officers and directors was $1,227,000.


NOTE 4:  NOTE PAYABLE

Note payable at June 30, 2002 consisted of a note payable of $250,000 to a
financial institution, due September 27, 2002, bearing interest at a rate of
5.5%, and secured in full by a certificate of deposit.


NOTE 5:  LINE OF CREDIT

The Company has an unsecured line of credit of $75,000 with a financial
institution. Interest on the line of credit is computed daily at the prime rate
plus 1.75%. Total amount outstanding at June 30, 2002 was $70,589.


NOTE 6:  RETIREMENT PLAN

The Company provides a SIMPLE retirement plan for all employees age 18 and over
with one year of service. This plan is a defined contribution plan under which
the Company matches 100% of employee contributions up to 3% of gross salary.



                                       8

<PAGE>


                          TRANS-CENTURY RESOURCES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2002

NOTE 7:  CAPITAL LEASE OBLIGATIONS

The Company is obligated under capital leases for computer equipment. Payments
are due monthly and include interest at 7%. The computer equipment is included
in furniture and fixtures at cost of $7,987. Accumulated depreciation includes
$2,517 in depreciation expense related to these assets. Future minimum payments
due under the capital leases as of June 30, 2002 are as follows:

       Twelve months ending June 30, 2003                     $ 4,045
       Subsequent                                                 337
                                                              -------
                                                                4,382
       Less amounts representing interest                        (173)
                                                              -------
       Present value of minimum lease payments                  4,209
       Less current installments                               (2,880)
                                                              -------
       Obligations due under capital leases, net of
          current portion                                     $ 1,329
                                                              =======


NOTE 8:  COMMITMENTS AND CONTINGENCIES

The Company leases office space and equipment under noncancelable operating
leases expiring January 2003, April 2003 and September 2007. Minimum lease
payments under noncancelable operating leases are $101,615 and $84,908 for 2002
and 2003, respectively. The office space lease extending until September 2007
has a current annual rate of $64,843, which increases by $1,752 annually
beginning in October 2004.

The Company has entered into employment agreements that are contingent upon the
raising of additional capital, with four employees through December 31, 2003.
Should the Company terminate the employment agreement without cause, the Company
would be liable for one year's base salary. If terminated upon a change in
control each officer is entitled to two years' base salary. At June 30, 2002,
the total annual base salary of the four employment agreements contingent upon
the raising of additional capital was approximately $555,000.


NOTE 9:  RELATED PARTY TRANSACTIONS

Officers and directors have made unsecured advances to the Company to fund its
working capital requirements. All advances are due January 1, 2004 and accrued
interest at 9% annually. During the three months and six months ended June 30,
2002, the Company received advances totaling $111,600 and $209,100 and made
payments of $-0- and $-0-, respectively. In addition, the Company has an
unsecured note payable to a director in the amount of $30,000, due January 1,
2004, bearing interest at the prime rate plus 1.75%. At June 30, 2002, due to
officers and directors was $1,227,000. In addition, accrued interest on the
advances was $125,645.


                                       9
<PAGE>

                          TRANS-CENTURY RESOURCES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                JUNE 30, 2002

NOTE 9:  RELATED PARTY TRANSACTIONS (Continued)

Effective April 5, 2002, a stockholder of the Company who had left to
concentrate on other ventures he was involved in transferred 500,000 shares of
stock he had received back to the Company. Mutual releases were exchanged
between the former stockholder and the Company, with the treasury stock acquired
in the transaction being valued at par, or $500. A credit of $500 was recorded
to other income (expense) in connection with this transaction.

In May 2002, the Board of Directors offered 250,000 shares of restricted common
stock to each of the Company's chief operating officer and chief financial
officer. Those officers rejected the 500,000 total shares offered, due to the
restrictions on such stock and the potential tax consequences associated with
the receipt of such shares. No expenses were recorded in association with this
offer.

NOTE 10: CONCENTRATIONS OF CREDIT RISK

The Company's financial instruments that are exposed to concentrations of credit
risk consist of cash and cash equivalents. The Company places its cash and cash
equivalents with higher credit quality financial institutions, however for
limited periods of time, bank balances in deposit were in excess of the Federal
Deposit Insurance Corporation insurance limit.

NOTE 11: LOSS PER SHARE

Basic and diluted loss per common share for the three and six months ended June
30, 2002 and 2001 is computed based upon the weighted average number of common
and dilutive potential common shares outstanding as defined by Financial
Accounting Standards No. 128 "Earnings Per Share". Warrants to purchase shares
of common stock were outstanding during the period but the inclusion of those
potential common shares in the computation of diluted loss per common share
would have an Anti-Dilutive effect. Therefore, basic and diluted per-share
amounts are the same.

NOTE 12: CAPITAL STOCK

Preferred Stock - The Company is authorized to issue 8,000,000 shares of
preferred stock at $.001 par value, with such designations, preferences,
limitations and relative rights as may be determined from time to time by the
Board of Directors. No preferred shares have been issued as of June 30, 2002.

Common Stock - The Company is authorized to issue 100,000,000 shares of common
stock at $.001 par value. The Company has 14,000,000 shares issued and
13,500,000 shares outstanding as of June 30, 2002.

Common Stock Warrants - Pursuant to a continuing agreement with PageOne Business
Productions, LLC, 350,000 warrants to purchase stock, exercisable at $1.00 per
share were issued and outstanding at June 30, 2002. These warrants enable holder
to purchase shares of the Company's stock through November 19, 2006. At the time
of original issuance the warrants were not assigned an initial value or any
accretion as their estimated fair market value approximated zero. As of June 30,
2002, all warrants issued were outstanding.

                                      10
<PAGE>


                          TRANS-CENTURY RESOURCES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                JUNE 30, 2002

NOTE 13: GOING CONCERN

As reflected in the accompanying financial statements, the Company has a working
capital deficiency of $270,758, an accumulated deficit of $1,499,616 and a net
loss for the six months ended June 30, 2002 of $332,556. Accordingly, the
ability of the Company to continue as a going concern is dependent on the
Company's ability to raise additional capital and implement its business plan.
The financial statements do not include any adjustments that might be necessary
if the Company is unable to continue as a going concern.

The Company expects to incur losses for the near future, but is in the process
of developing additional revenue sources that complement its business plan. One
of the Company's directors and shareholders is presently funding its working
capital requirements on an as needed basis; however, there is no assurance that
such funding will be available indefinitely.

Management believes that the Company will be successful in meeting its working
capital needs from operations and from private financing until alternative
financing can be secured through the sale of equity or the issuance of debt.
However there is no assurance that such efforts to raise capital or secure other
financing will be successful. These factors, among others, raise substantial
doubt about the Company's ability to continue as a going concern.

NOTE 14: SUBSEQUENT EVENT

In August 2002, the Company entered into a participation agreement to support a
supply-chain management initiative between a national distributor and the
Company's existing healthcare clients. In connection therewith, the Company will
receive prepaid participation fees of $50,000. To the extent this prepayment
exceeds the Company's actual participation fees earned through December 2003,
such excess will be treated as a loan bearing interest at 6% per annum and
payable in monthly installments over thirty-six months. The party advancing the
fees also has the option to convert any unpaid prepayment balance into up to 2%
(presently 280,000 shares) of the Company's common stock when it is publicly
traded, subject to certain antidilution provisions.








                                       11




<PAGE>


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

RESULTS OF OPERATIONS

The following discussion and analysis below should be read in conjunction with
the financial statements, including the notes thereto, appearing elsewhere in
this report.

Three months ended June 30, 2002 versus the three months ended June 30, 2001
----------------------------------------------------------------------------

The Company incurred a net loss for the three months ended June 30, 2002 of
$221,598. This loss exceeded the loss of $69,819 for the three months ended June
30, 2001, primarily due to:

*    Lower revenues for the three months ended June 30, 2002 of $131,273 than
     for the three months ended June 30, 2001 of $258,626. The three months
     ended June 30, 2001 included $138,751 in revenues associated with services
     Provided to Community Health-Risk Corporation, which was acquired by the
     Company in June 2001.

*    Higher salaries and related expenses for the three months ended June 30,
     2002 of $150,202 than for the three months ended June 30, 2001 of $96,331.
     These increased salaries resulted principally from the hiring of chief
     operating and financial officers in June and November 2001, respectively,
     and an increase in the Company's credentialing staff in September 2001.

*    Selling, general and administrative costs of $64,769 for the three months
     ended June 30, 2002 lower than such costs of $180,846 for the three months
     ended June 30, 2001. During the second quarter of 2001, the Company paid a
     stockholder $100,000 to assist the Company in obtaining capital.

*    Legal and accounting fees increasing from $18,125 for the three months
     ended June 30, 2001 to $69,757 for the three months ended June 30, 2002.
     The increase in such professional fees was associated principally with the
     Company's efforts to raise capital.

*    Higher interest expense for the three months ended June 30, 2002 of $30,390
     than for the three months ended June 30, 2001 of $7,174. This increase in
     interest expense resulted from the additional advances made by officers and
     directors subsequent to June 30, 2001.

Six months ended June 30, 2002 versus the six months ended June 30, 2001
------------------------------------------------------------------------

The Company incurred a net loss for the six months ended June 30, 2002 of
$332,556. This loss exceeded the loss of $93,512 for the six months ended June
30, 2001, primarily due to:

*    Lower revenues for the six months ended June 30, 2002 of $284,617 than for
     the six months ended June 30, 2001 of $435,876. The six months ended June
     30, 2001 included $190,881 in revenues associated with services provided to
     Community Health-Risk Corporation, which was acquired by the Company in
     June 2001.

                                       12

<PAGE>


*    Higher salaries and related expenses for the six months ended June 30, 2002
     of $280,371 than for the six months ended June 30, 2001 of $190,694. These
     increased salaries resulted principally from the hiring of chief operating
     and financial officers in June and November 2001, respectively, and an
     increase in the Company's credentialing staff in September 2001.

*    Selling, general and administrative costs of $127,822 for the six months
     ended June 30, 2002 lower than such costs of $247,699 for the six months
     ended June 30, 2001. During the second quarter of 2001, the Company paid a
     stockholder $100,000 to assist the Company in obtaining capital.

*    Legal and accounting fees increasing from $18,880 for the six months ended
     June 30, 2001 to $83,759 for the six months ended June 30, 2002. The
     increase in such professional fees was associated principally with the
     Company's efforts to raise capital.

*    Higher interest expense for the six months ended June 30, 2002 of $57,786
     than for the six months ended June 30, 2001 of $17,592. This increase in
     interest expense resulted from the additional advances made by officers and
     directors subsequent to June 30, 2001.


FINANCIAL CONDITION AND LIQUIDITY

The Company has a working capital deficiency of $270,758 and an accumulated
deficit of $1,499,616 at June 30, 2002, and expects to incur losses for the near
future. One of the Company's directors is presently funding its working capital
requirements on an as needed basis; however, there is no assurance that such
funding will be available indefinitely. Accordingly, the ability of the Company
to continue as a going concern is dependent on the Company's ability to raise
additional capital and implement its business plan, including its program for
regional insured group health plans.


PLAN OF OPERATION

Management believes that the Company will be successful in meeting its working
capital needs from operations and from private financing until alternative
financing can be secured through the sale of equity or the issuance of debt. The
Company is in the process of developing additional revenue sources that
complement its program to develop regional insured group health plans,
including:

     o    supporting a new supply-chain management initiative directly between a
          national distributor and existing healthcare provider clients,
          principally hospitals, physician groups, and physician organizations;

     o    assuming management of an existing physician organization;

     o    providing access to third party entities offering receivables
          financing, Internet site development, hospital EPO, and payer contract
          compliance analysis; and

                                       13


<PAGE>


     o    providing network and product development services to state
          governments in connection with various indigent and workers'
          compensation programs.

The Company's primary operations, dealing with the development and operation of
regional insured group health plans, have not commenced. To complete the
required infrastructure and offer these group health plans, Trans-Century
Resources, Inc. must obtain the working capital needed to fund insurance
reserves for Community Health-Risk Corporation and interim operating expenses.

Part II.   OTHER INFORMATION

Item 1.    Legal Proceedings

None


Item 2.    Change in Securities and Use of Proceeds

None


Item 3.    Defaults Upon Senior Securities

None


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

Not applicable


Item 5.    Other Information

Not applicable

Item 6.    Exhibits and Reports on Form 8-K

(a)      Exhibits

   99.1   Certification of the Chief Executive Officer Pursuant to Section 906
          of the Sarbanes-Oxley Act of 2002

   99.2   Certification of the Chief Financial Officer Pursuant to Section 906
          of the Sarbanes-Oxley Act of 2002

(b)      Reports on Form 8-K

None

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<PAGE>





                                   SIGNATURES
                                   ----------

     In accordance with the requirements of the Securities Exchange Act of 1934,
the registrant caused this report as amended to be signed on its behalf by the
undersigned, thereunto duly authorized.

                                        TRANS-CENTURY RESOURCES, INC.
                                        (Registrant)


 January 30, 2003                  By:   /s/ Stephen L. Cobb
                                         --------------------------------
                                         Stephen L. Cobb
                                         Chief Financial Officer
                                        (Principal Financial Officer)






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