`UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington D. C. 20549

                                   FORM 10-QSB

(X) Quarterly report pursuant to Section 13 or 15(d) of the Securities and Exchange
                                  Act of 1934.

               For the quarterly period ended September 30, 2000.


( ) Transition report pursuant to Section 13 or 15(d) of the Exchange Act for the
             transition period from ____________ to ____________ .



                        Commission File Number: 333-06328

                 Sterling Financial Services of Florida I, Inc.
             (Exact Name of Registrant as Specified in Its Charter)

        Florida                                            65-0716464
(State of Incorporation)                            (I.R.S. Employer I.D. No)

                  239 Halliday Park Drive, Tampa, Florida 33612
                    (Address of Principal Executive Offices)


                                 (813) 932-2228
              (Registrant's Telephone Number, Including Area Code)



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

                                 YES ( ) NO (X)

Indicate the number of shares outstanding of each of the issuer's classes of
stock as of November 30, 2001

                               1,000 Common Shares


Transitional Small Business Disclosure Format:

                                 YES ( ) NO (X)









                 Sterling Financial Services of Florida I, Inc.

                              INDEX TO FORM 10-QSB


PART I. FINANCIAL INFORMATION

Item 1. Financial Statements (unaudited)

        Balance Sheets as of September 30, 2000 and December 31,1999...........3

        Statements of Operations for the three and nine-months ended
        September 30, 2000 and 1999............................................4

        Statement of Stockholders' Deficit for the nine-months ended
        September 30, 2000.....................................................5

        Statements of Cash Flows for the three and nine-months ended
        September 30, 2000 and 1999............................................6

        Notes to Financial Statements..........................................7

Item 2. Management's Discussion and Analysis of Financial Condition and Results
        of Operations (including Cautionary Statement)........................11

PART II.OTHER INFORMATION

Item 1. Legal Proceedings.....................................................14
Item 2. Changes in Securities.................................................14
Item 3. Defaults Upon Senior Securities.......................................14
Item 4. Submission of Matters to a Vote of Securities Holders.................14
Item 5. Other Information.....................................................15
Item 6. Exhibits and Reports on Form 8-K......................................15

Signatures                                                                    15


                                      -2-



                 STERLING FINANCIAL SERVICES OF FLORIDA I, INC.
                                 BALANCE SHEETS

                                                                          

                                                September 30,
                                                    2000               December 31,
ASSETS                                          (Unaudited)                1999   

Cash and cash equivalents                       $   220,768           $   552,279 

Receivables:
Finance-net                                       3,804,932             3,864,893
Mobile home floor plan                              147,808               265,686
Affiliate                                           234,999               251,815
Interest and fees                                   114,931               104,766
Other                                                10,489                 5,943 
     Total receivables                            4,313,159             4,493,103 

Inventories                                         758,266             1,105,720 

Investment in and advances to Parkwood
    Estates Mobile Home Park, L.C.                  827,179               794,407 

Property and equipment - net                        308,476               230,007 

Other assets:
Deferred debt issuance costs - net                  564,516               675,791
Repossessed mobile homes                            375,021               133,672
Assets not yet placed in service                          -                99,931 
     Total other assets                             939,537               909,364 

TOTAL                                           $ 7,367,385           $ 8,084,880
                                                ============          ============

LIABILITIES AND STOCKHOLDERS' DEFICIT

LIABILITIES:
Secured notes payable                           $10,481,000           $ 9,888,000
Accrued and other liabilities                        55,664                63,900 
     Total liabilities                           10,536,664             9,951,900 

STOCKHOLDERS' DEFICIT
Common stock, no par value, 10,000 shares
    authorized, 1,000 shares issued and
    outstanding                                       1,000                 1,000
Deficit                                          (3,170,279)           (1,868,020)
     Total stockholders' deficit                 (3,169,279)           (1,867,020)

TOTAL                                           $ 7,367,385           $ 8,084,880
                                                ============          ============

                                                                          

See accompanying notes.



                                       -3-




                 STERLING FINANCIAL SERVICES OF FLORIDA I, INC.
                            STATEMENTS OF OPERATIONS

                                   (Unaudited)


                                                                          



                                          Three-Months        Three-Months     Nine-Months         Nine-Months
                                             Ended               Ended            Ended               Ended
                                          September 30,       September 30,   September 30,        September 30,
                                              2000               1999              2000                1999    

REVENUES:
Mobile home sales                         $ 265,500           $ 470,069        $   616,700          $1,160,594
Interest and fees                           163,920             215,997            508,540             498,347
Rental                                        7,014              28,357             21,043              91,726
Other                                         1,492                 100              5,278               2,619 
      Total revenues                        437,926             714,523          1,151,561           1,753,286 


OPERATING EXPENSES:
Cost of mobile homes sold                   231,384             374,792            531,121             915,451
Management fees - related party             113,959             139,973            352,016             448,447
Interest                                    328,348             322,186            964,288             785,107
Costs of rental                                   -              22,485                  -              68,235
Provision for credit losses                 100,000                   -            300,000                   -
Loss on sales of repossessed
   mobile homes                              12,702                   -             33,452                   -
Depreciation                                 15,714               6,620             38,142              19,858
Rent expense                                 27,325                   -             81,975                   -
Professional fees                             8,757               9,325             27,307              59,825
Equity in loss of Parkwood Estates
   Mobile Home Park, L.C.                     9,689               9,662             28,486              29,074
Other                                        47,209              68,907             97,033             156,507 
    Total operating expenses                895,087             953,950          2,453,820           2,482,504 


NET LOSS                                  $(457,161)          $(239,427)       $(1,302,259)         $ (729,218)
                                          ==========          ==========       ============         ===========

LOSS PER COMMON SHARE                     $ (457.16)          $ (239.43)       $ (1,302.26)         $  (729.22)
                                          ==========          ==========       ============         ===========

                                                                          


See accompanying notes.



                                       -4-



                 TERLING FINANCIAL SERVICES OF FLORIDA I, INC.
                       STATEMENT OF STOCKHOLDERS' DEFICIT

                                                                          

                                                     Common Stock
                                                  Shares        Amount     Deficit        Total

Balances, December 31, 1999                        1,000      $  1,000   $(1,868,020)  $(1,867,020)

Net loss for the nine months ended
   September 30, 2000 (unaudited)                                         (1,302,259)   (1,302,259)

Balances, September 30, 2000 (unaudited)           1,000      $  1,000   $(3,170,279)  $(3,169,279)
                                                   =====      ========   ============  ============




                                                                          

See accompanying notes.



                                       -5-


                 STERLING FINANCIAL SERVICES OF FLORIDA I, INC.
                            STATEMENTS OF CASH FLOWS

                                   (Unaudited)

                                                                          

                                                                Three-Months     Three-Months     Nine-Months     Nine-Months
                                                                    Ended           Ended            Ended           Ended
                                                                September 30,   September 30,    September 30,   September 30,
                                                                    2000             1999            2000             1999

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                        $(457,161)     $ (239,427)     $(1,302,259)     $ (729,218)
  Adjustments to reconcile net loss to net cash used in
operating Activities:
    Provision for credit losses                                     100,000               -          300,000               -
    Loss on sale of repossessed mobile homes                         12,702               -           33,452               -
    Depreciation                                                     15,714           6,619           38,142          19,858
    Amortization and write off of deferred debt issuance costs       60,251          64,590          177,403         151,339
    Equity in loss of Parkwood Estates Mobile Home Park, L.C.         9,689           9,662           28,486          29,074
    Decrease (increase) in inventories                              163,399         (49,680)         347,454        (858,086)
    Increase in interest and other receivables                      (19,334)        (46,426)         (14,711)        (57,640)
    Increase (decrease) in accrued and other liabilities              3,732          18,605           (8,236)         33,155 

NET CASH USED IN OPERATING ACTIVITIES                              (111,008)       (236,057)        (400,269)     (1,411,518)

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchases of property and equipment and software not yet
    placed in service                                                (1,245)        (89,980)         (16,680)       (135,230)
    Net advances to Parkwood Estates Mobile Home Park, L.C.         (34,605)        (85,460)         (61,258)       (155,460)
    Proceeds from sales of repossessed mobile homes                 215,789          51,728          380,586         184,479
    Net increase in finance receivables                            (333,365)       (334,220)        (895,426)     (2,063,687)
    Net decrease (increase) in mobile home floor plan receivables   (24,174)         61,266          117,878        (149,328)

NET CASH USED BY INVESTING ACTIVITIES                              (177,600)       (396,666)        (474,900)     (2,319,226)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from issuance of secured notes payable                   506,000         125,000          715,000       3,969,000
  Repayments of secured notes payable                               (20,000)                        (122,000)
  (Increase) decrease in affiliate receivables                       10,559                           16,816         158,623
  Increase in due to Sterling Financial Services                                                           -          80,989
  Cash paid for deferred debt issuance costs                        (52,342)        (12,497)         (66,158)       (397,097)

NET CASH PROVIDED BY FINANCING ACTIVITIES                           444,217         112,503          543,658       3,811,515 

NET (DECREASE) INCREASE IN CASH AND
  CASH EQUIVALENTS                                                  155,609        (520,220)        (331,511)         80,771

CASH AND CASH EQUIVALENTS, BEGINNING OF
   PERIOD                                                            65,159       1,883,897          552,279       1,282,906 

CASH AND CASH EQUIVALENTS, END OF PERIOD                          $ 220,768      $1,363,677      $   220,768      $1,363,677
                                                                  ==========     ===========     ============     ===========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW
  INFORMATION - Interest paid                                     $ 268,097      $  257,596      $   786,885      $  633,768
                                                                  ==========     ===========     ============     ===========

                                                                          
See accompanying notes.


                                       -6-



                 STERLING FINANCIAL SERVICES OF FLORIDA I, INC.
                          NOTES TO FINANCIAL STATEMENTS

                                   (Unaudited)


                                                                          

NOTE A - FORMATION AND OPERATIONS OF THE COMPANY

Sterling Financial Services of Florida I, Inc, ("we", "us", "our") was
incorporated under the laws of the state of Florida on January 3, 1997. We are
primarily in the business of originating and purchasing retail mobile home
installment sales contracts created in connection with the financing of
manufactured homes. We also own and rent mobile homes located in the Halliday
Village Mobile Home Park ("Halliday"), and own a 25% ownership interest in
Parkwood Estates Mobile Home Park, L.C. ("Parkwood"); which owned a mobile home
park located in Hillsborough County, Florida (this mobile home park was sold in
2001 - see Note F). Our operations are located in Tampa, Florida and
substantially all of our customers are Florida residents.

GOING CONCERN

The accompanying interim financial statements have been prepared on a going
concern basis, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business. We have incurred significant
losses since our inception and have continued to incur operating losses through
the date of filing of this 10-QSB. In addition, as of September 30, 2000, we
have a stockholders' deficit of approximately $3,169,000, and we currently do
not have the funds in place to repay the notes payable discussed at Note C (the
"Notes"). Accordingly, our ability to continue as a going concern is dependent
upon either our ability to refinance the Notes and/or generate sufficient cash
to pay (1) our anticipated future operating expenses and (2) the Notes. As
discussed at Note F, subsequent to June 30, 2000, we have funded our operations
primarily from cash generated from (1) sales of additional secured notes under a
private placement memorandum; (2) the sale of certain finance receivables to an
unrelated third party; and (3) the return of a significant portion of the funds
we invested in and advanced to Parkwood. In addition to paying our operating
expenses, we are attempting to use a portion of the proceeds to purchase mobile
homes at discounted prices from other companies and dealers in our industry,
with the intention of trying to market them for sale at significantly higher
prices than our cost. However, we have had limited success with this strategy
and there is no assurance that we will be successful with this strategy in the
future, or that we will have the cash in place to pay the Notes at their
respective maturity dates.

Our financial statements do not include any adjustments relating to the
recoverability and classification of recorded asset amounts or the amounts and
classification of liabilities that might be necessary should we be unable to
continue as a going concern.

NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance
with accounting principals generally accepted in the United States of America
for interim financial information and the instructions to Form 10-QSB and Rule
10-1 of Regulation S-X of the Securities and Exchange Commission (the "SEC").
Accordingly, these financial statements do not include all of the footnotes
required by such principals. In our opinion, all adjustments (consisting of
normal and recurring adjustments) considered necessary for a fair presentation
have been included. Operating results for the three and nine months ended
September 30, 2000 are not necessarily indicative of the results that may be
expected for the year ended December 31, 2000. The accompanying financial
statements and the notes should be read in conjunction with our audited
financial statements as of and for the year ended December 31, 1999 contained in
our Form 10-KSB.

                                        7


Use of Estimates

The preparation of financial statements in accordance with accounting principals
generally accepted in the United States of America requires us to make certain
estimates and assumptions that affect the reported amounts of assets and
liabilities and the disclosure of contingent assets and liabilities at the date
of the financial statements. The reported amounts of the revenues and expenses
during the reporting period may be affected by the estimates and assumptions we
are required to make. Estimates that are critical to the accompanying financial
statements include the appropriate level of the allowance for credit losses,
which can be significantly impacted by future industry, market and economic
trends and conditions. Actual results could differ significantly from our
estimates.

Provision for Credit Losses

At December 31, 1999, we believed the allowance for loan losses was adequate to
cover potential loan losses. Because of increased losses associated with
repossessed mobile homes, the sale of the loans discussed at Note F, and
potential for sales of additional loans, we recorded a provision for credit
losses of $300,000 during the nine- months ended September 30, 2000. We believe
this amount will approximate 75% of the total provision for credit losses to be
recorded during the year ended December 31, 2000.

Loss Per Common Share

Loss per common share is based on the weighted average number of common and
common equivalent shares outstanding during the period. The weighted average
number of such shares outstanding for the three and nine months ended September
30, 2000 and 1999 was 1,000.

Reclassifications

Certain amounts in the September 30, 1999 financial statements have been
reclassified to conform with the September 30, 2000 presentation.

NOTE C - SECURED NOTES PAYABLE

At September 30, 2000, secured notes payable (collectively, the "Notes") consist
of the following:

                                            Balance        Maturity Date     Interest Rate

Notes sold through public offering        $9,766,000       June 30, 2002         10.5%
Notes sold through private placement        $715,000      March 31, 2005         10.0%

The Notes, which may be prepaid in whole or in part at any time without premium
or penalty, are secured by a first lien on any assets acquired with the proceeds
from their sale.

With respect to the private placement, as of September 30, 2000, we were
offering a maximum of $3,000,000 of Notes on a best efforts basis (see Note F).
The Notes were being sold by broker-dealers, who are members of the National
Association of Securities Dealers, Inc.

NOTE D - RELATED PARTY TRANSACTIONS

Sterling Financial Services, Inc. ("SFS"), a related party by virtue of Anthony
Sutter's ownership of SFS (Mr. Sutter is our President and majority
stockholder), manages our operations and provides all services to us in
connection with the origination, purchasing and servicing of receivables. As
consideration for these services, we pay SFS a management fee of 120% of its
expenses. Management fees expensed under this arrangement during the three and
nine month periods ended September 30, 2000 and 1999 are reflected as Management
fees - Related Party in the accompanying statements of operations.

At December 31, 1998, we had advanced approximately $227,000 to SFS thereby
effectively prepaying a significant portion of management fee expense recorded
in the September 30, 1999 statement of operations (approximately $227,000 of
management fees incurred during this period did not require the outlay of cash;
rather we reduced our receivable from SFS by such amount).

                                        8

We periodically advance funds to other entities owned by Mr. Sutter. As of
September 30, 2000, receivables from these affiliated entities consisted of the
following:

         Oak Bend Mobile Home Park                   $123,231
         Hidden Oaks Mobile Home Park                  43,250
         SFS                                           32,663
         Halliday Mobile Home Park                      1,055
         Regency Oaks Mobile Home Park                 18,500
         Sterling Homes, Inc.                          16,300

         Total                                       $234,999

With the exception of the advances to SFS (which are non-interest bearing), and
Oak Bend Mobile Home Park discussed below, all of the advances above are
unsecured, bear interest at 12.9% and were paid during the fiscal year ended
December 31, 2001.

The receivable from Oak Bend Mobile Home Park bears interest at 12.9%, is
secured by a second mortgage on such entity's land and improvements and is
payable in monthly installments of interest only until November 1, 2009, at
which time any remaining principal and accrued interest is due.

Prior to April 1998, and beginning again on January 1, 2000, we rented our
operating facility from Halliday under an oral agreement requiring monthly rent
of $2,200. During the period between April 1998 and December 31, 1999, our rent
was included in the expenses of SFS; accordingly, during such period, this
expense was included as part of the management fees discussed above.

We also own 18 mobile home rental units, which are located on lots owned by
Halliday. Prior to November 1999, we rented these lots from Halliday under
month- to- month arrangements. During the nine months ended September 30, 1999,
we received rental income of approximately $91,700 and paid related lot rent to
Halliday of approximately $68,200 (this latter amount is reflected as costs of
rental in the accompanying 1999 statement of operations). Beginning in November
1999, we began to rent these mobile homes directly to Halliday for aggregate
rent of $2,300 per month. In connection with this arrangement, Halliday has
agreed to be responsible for all expenses associated with the mobile homes. As a
result thereof, net rental income from these mobile homes was approximately
$21,000 during the nine- months ended September 30, 2000 and $23,500 during the
nine- months ended September 30, 1999.

During the three-months ended September 30, 1998, we purchased a twenty-five
percent interest in Parkwood for approximately $561,600; such entity was formed
in August 1998 for the purpose of purchasing, selling and leasing Parkwood
Estates Mobile Home Park. The remaining 75% interest is owned by Anthony Sutter.
In addition to such investment, we have been funding the negative cash flow of
Parkwood under an informal line of credit. At September 30, 2000, we had net
advances of approximately $367,500 due from Parkwood (advances of approximately
$429,700 less $62,200 of rent charged to us by Parkwood during the nine months
ended September 30, 2000). With respect to such rent, commencing January 1,
2000, Parkwood began charging us monthly lot rent of $200 for each lot on which
we held a mobile home for sale. The advances accrued interest at 12.9%, were
unsecured and had no specified repayment terms as to principal and/or interes
(see Note F regarding sale of the Park).

NOTE E - SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES

Finance receivables reclassified to repossessed mobile homes during the three
and nine-months ended September 30, 1999 were approximately as follows:

                                            September 30, 2000        September 30, 1999

         Three-Months Ended                     $260,400                    $16,200
         Nine-Months Ended                      $655,400                   $217,400


                                        9


NOTE F - SUBSEQUENT EVENTS

In March of 2000, we offered through a private placement memorandum,
subscriptions for a maximum of 3,000 secured notes in the principal amount of
$1,000 each. Through March 31, 2001, (the termination date of this offering), we
generated net cash flow of approximately $1,200,000 from the sale of these
secured notes (sales of notes having a principal balance of $1,333,000 less
related debt issuance costs of $133,000).

In March 2001, we generated cash of approximately $561,000 when we sold certain
finance receivables having a principal balance of approximately $724,000 to an
unrelated third party. The difference between the amount received and the net
book value of these loans will be charged to the allowance for loan losses as of
the date of the sale.

In June 2001, we received cash of approximately $995,000 (which amount consists
of advances we had made to Parkwood as well as a return of a portion of our
investment) when Parkwood sold the Park. As a result thereof, we recognized a
loss of approximately $71,000 on our investment (exclusive of equity in losses
which we had previously recorded in our statements of operations). This loss
will be recognized in the statement of operations as of the date of sale.



                                       10



Item 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

OVERVIEW

The following discussion and analysis should be read in conjunction with the
balance sheet as of December 31, 1999 and the financial statements as of and for
the three and nine-months ended September 30, 2000 and 1999 included with this
Form 10-QSB.

We are primarily in the business of originating and purchasing retail mobile
home installment sales contracts created in connection with the financing of
manufactured homes. We also own and rent mobile homes located in the Halliday
Village Mobile Home Park ("Halliday") and until June of 2001 had a 25% ownership
interest in Parkwood Estates Mobile Home Park, L. C. ("Parkwood") which was
formed in 1998 for the purpose of purchasing and leasing Parkwood Mobile Home
Park in Hillsborough County, Florida (the "Park"). Halliday and Parkwood are
related to us by virtue of Anthony Sutter's majority ownership of Halliday,
Parkwood and our common stock. Our operations are located in Tampa, Florida and
substantially all of our customers are Florida residents.

Readers are referred to the Cautionary Statement at page 14, which addresses
forward-looking statements made by us.

RESULTS OF OPERATIONS

Three-Months Ended September 30, 2000 and 1999

During the three months ended September 30, 2000 and 1999, our revenues
approximated $437,900 and $714,500, respectively. This represented a decrease of
approximately $276,600 or 38%. The decline was substantially attributable to the
decrease in mobile home sales of approximately $204,600. This decline resulted
substantially from a lack of traffic by qualified buyers during the quarter
ended September 30, 2000. In addition, interest and fee revenues declined from
approximately $216,000 for the quarter ended September 30, 1999 to approximately
$163,900 for the quarter ended September 30, 2000. This decline was a result of
lower cash balances, reduced activity in floor plans and sales of mobile homes
(which resulted in lower fee income) and because interest earned on loan
receivables during the three months ended September 30, 2000 was approximately
$33,000 less than such interest in the corresponding period of the preceding
fiscal year. This decline resulted because we accrued interest for the first
time during the month of September 30, 1999. Accordingly, interest income during
the three-months ended September 30, 1999 actually included four months of
interest. Previous to September 30, 1999, we did not accrue interest at the end
of each month because of its insignificance.

Operating expenses during the three months ended September 30, 2000 and 1999
approximated $895,100 and $953,900, respectively. This represented a decrease of
approximately $58,800. The relatively small change resulted primarily because
the total decline of approximately $169,400 in cost of mobile homes sold and
management fees was offset by the increase of $100,000 in the provision for
credit losses. Prior to January 1, 2000, we believed the discounts arising from
purchased loans provided an adequate allowance for credit losses. However,
because of (1) increased activity in repossessions in 2000 (2) the sale of
certain loans at a discount in 2001 and (3) potential for sales of additional
loans at a discount, we recorded a provision for credit losses of approximately
$100,000 during the quarter ended September 30, 2000. We believe this amount
will approximate 25% of the total provision for credit losses to be recorded
during the year ended December 31, 2000. The decline in management fees resulted
substantially because payroll and other expenses incurred by SFS declined as a
result of fewer personnel and out of pocket costs required to perform their
responsibilities under the Servicing Agreement.

In addition to the above, costs of rental declined from $22,485 for the quarter
ended September 30, 1999 to zero for the quarter ended September 30, 2000. This
decline was a result of a change in the arrangement with Halliday relative to
the mobile homes we own which are located at Holliday. Prior to November 1999,
we rented lots from Holliday under month-to-month arrangements for these mobile
home rental units. During the quarter ended September 30, 1999, we received
rentals from these mobile home units of approximately $28,400 and paid rents to

                                       11

Halliday of approximately $22,500 (this amount is reflected as costs of rental
in the accompanying 1999 statement of operations). Beginning in November 1999,
we began to lease these mobile homes directly to Halliday for aggregate rent of
$2,300 per month, at which time Halliday agreed to become responsible for all
expenses associated with the mobile homes. As a result thereof, during the
quarter ended September 30, 2000, we received approximately $7,000 from
Halliday, and related costs of rental were zero. Accordingly, the true change in
net rental income received by us as a result of our ownership of these units
approximated $1,200 between the respective quarters.

Rent expense was $27,325 and zero for the respective quarters ended September
30, 2000 and 1999. This expense resulted from the following:

o       Approximately $20,700 of rent to Parkwood for lots on which our mobile home
        inventories were located. Parkwood did not charge rent to us during the
        quarter ended September 30, 1999.

o       $6,600 of rent charged to us by Halliday for our operating facility. Prior
        to April 1998, and beginning again on January 1, 2000, Halliday charged us
        rent of $2,200 a month for our administrative facility. During the period
        between April 1998 and December 31, 1999, our rent was included in the
        expenses of SFS; accordingly, such expense was included as part of the
        management fees discussed above during the quarter ended September 30,
        1999.

The results of operations for the three months ended September 30, 2000 and 1999
also included recognition of our losses of approximately $9,700 during each of
such quarters in Parkwood. This amount represents 25% (our ownership percentage)
of the total loss generated by Parkwood for the respective periods.

The net losses for the respective quarters ended September 30, 2000 and 1999
approximated $457,200 and $239,400, respectively; such losses occurred because
our interest bearing assets did not generate sufficient income to cover expenses
arising substantially from management fees, interest expense on the Notes and
the recording of a $100,000 provision for credit losses on finance receivables.

Nine -Months Ended September 30, 2000 and 1999

During the nine-months ended September 30, 2000 and 1999, our revenues
approximated $1,151,600 and $1,753,300 respectively. This represented a decrease
of approximately 34% or $601,700 and resulted substantially because of the
decline in mobile home sale revenues of approximately $543,900. This decline
occurred substantially from a lack of traffic by qualified buyers during the
nine-months ended September 30, 2000. The lack of traffic from qualified buyers
also placed pressure on our margins as they declined from approximately 22% for
the nine-months ended September 30, 1999 to approximately 14% for the
nine-months ended September 30, 2000.

The only other revenues of significance during the nine--months ended September
30, 2000 and 1999 resulted from interest and fee revenues of approximately
$508,500 and $498,400, respectively. These revenues arose substantially from
interest earned on finance receivables of approximately $421,200 and $351,000
for the respective nine-month periods.

Operating expenses during the nine- months ended September 30, 2000 and 1999
approximated $2,453,800 and $2,482,500, respectively. This represented a
decrease of approximately $28,700. The relatively small change resulted
primarily because the total decline of approximately $480,800 in cost of mobile
homes sold and management fees was offset by the increases in interest expense
and the provision for credit losses of approximately $179,200 and $300,000,
respectively.

The decline in management fees resulted substantially because payroll and other
expenses incurred by SFS declined as a result of fewer personnel and out of
pocket costs required to perform their responsibilities under the Servicing
Agreement.

The increase in interest expense of approximately $179,000 resulted because of
increases in the Notes and related deferred debt issuance costs subsequent to
September 30, 1999. Interest expense for the nine-months ended September 30,
2000 and 1999 consisted of interest paid on the Notes of approximately $786,900
and $633,800,

                                       12

respectively and amortization of deferred debt issuance costs of approximately
$177,400 and $151,300, respectively (the amortization is a non-cash expense and
arises from commissions and other costs incurred to sell the Notes).

We also recorded a provision for credit losses of approximately $300,000 during
the nine- months ended September 30, 2000 for the reasons discussed at page 11.

Costs of rental declined from $68,235 for the nine-months ended September 30,
1999 to zero for the nine-months ended September 30, 2000. This decline was a
result of a change in the arrangement with Halliday relative to the mobile homes
we own, which are located at Halliday (as discussed at pages 11 and 12). As a
result of such change, during the nine-months ended September 30, 2000 we
received net rental revenue of approximately $21,000 during the nine-months
ended September 30, 2000 as compared to approximately $23,500 for the nine-ix
months ended September 30, 1999.

Rent expense was $81,975 and zero for the respective nine- month periods ended
September 30, 2000 and 1999. This expense resulted from the rent charged to us
by Parkwood and Halliday as discussed at page 12.

Our results of operations during the respective nine- month peiods ended
September 30, 2000 and 1999 also included recognition of our losses of
approximately $28,500 and $29,100 in Parkwood. These amounts represent 25% (our
ownership percentage) of the net losses generated by Parkwood during the
respective periods.

The net losses for the respective nine-month periods ended September 30, 2000
and 1999 approximated $1,302,300 and $729,200, respectively; such losses
occurred because our interest bearing assets did not generate sufficient income
to cover expenses arising substantially from management fees, interest expense
on the Notes and losses incurred on the repossession of mobile homes, and sales
of loans.

LIQUIDITY AND CAPITAL RESOURCES

Three and Nine-Months Ended September 30, 2000 and 1999

Operating activities during the three and nine-months ended September 30, 2000
used cash of approximately $111,000 and $400,300, respectively as compared to
cash used by operating activities of approximately $236,100 and $1,411,600, for
the respective three and nine-month periods ended September 30, 1999. During the
three and nine month periods ended June 30, 1999, cash used by operating
activities was primarily attributable to the net cash outflows required to fund
our operating losses, and because we were building up inventories of mobile
homes, which were being sold at the Park.

During the three and nine-months ended September 30, 2000, cash used by
operating activities was primarily attributable to the net cash outflows
required to fund our operating losses. These cash outlays were partially offset
by cash we generated from the net reduction of our mobile home inventories. This
decline resulted because cash received from sales of mobile homes exceeded
purchases of such inventories during these periods. We sharply curtailed mobile
home purchases during these periods as we felt the balance of our mobile home
inventories as of December 31, 1999 was adequate to support projected sales in
fiscal year end 2000.

Investing activities during the three and nine-months ended September 30, 2000
used cash of approximately $177,600 and $474,900, respectively as compared to
net cash used by such activities of approximately $396,700 and $2,319,300,
during the corresponding periods of the preceding year. This cash was used
primarily to fund originations and purchases of finance receivables. Net cash
used by investing activities was significantly lower during the three and nine
months ended September 30, 2000 as compared to the corresponding periods of the
preceding year substantially because of decreased loan originations caused by
our lack of liquidity.

Cash used by operating and investing activities during the three and nine-
months ended September 30, 2000 and 1999 was funded substantially by funds we
received from sales of the Notes.

The net impact of the above operating, investing and financing activities was
that cash and cash equivalents decreased from approximately $552,300 at December
31, 1999 to approximately $220,800 as of September 30, 2000. Since such time, we
have continued to suffer losses from operations, which losses have been funded
by the following:


                                       13


o       A private placement of a maximum of 3,000 secured notes in the principal
        amount of $1,000 each. Through March 31, 2001 (the termination date of the
        offering), we generated net cash of approximately $1,200,000 from the sale
        of these notes.

o       In March 2001, we generated net cash of approximately $561,000 when we sold
        certain finance receivables to an unrelated third party.

o       Finally, in June 2001, we received cash of approximately $995,000 when
        Parkwood opted to sell the Park.

We do not currently have the funds in place to repay the Notes (a significant
portion of which are due on June 30, 2002). Accordingly, and unless we are able
to refinance the Notes, we will have to be able to generate significant cash
from operations and/or secure additional capital resources from the sale of debt
or equity to have the ability to pay the Notes. No assurance can be given that
we will be able to generate cash flow from operations, or that additional
capital resources will be available, or available on reasonable terms.

CAUTIONARY STATEMENT

This Form 10-QSB, press releases and certain information provided periodically
in writing or orally by our officers and agents contain statements which
constitute forward-looking statements within the meaning of Section 27A of the
Securities Act, as amended and Section 21E of the Securities Exchange Act of
1934. The words expect, anticipate, believe, goal, plan, intend, estimate and
similar expressions and variations thereof if used are intended to specifically
identify forward-looking statements. Those statements appear in a number of
places in this Form 10-QSB and in other places, particularly, Management's
Discussion and Analysis of Financial Condition and Results of Operations, and
include statements regarding the intent, belief or current expectations of our
directors and officers with respect to, among other things: (i) our liquidity
and capital resources; (ii) our financing opportunities and plans and (iii) our
future performance and operating results. Investors and prospective investors
are cautioned that any such forward-looking statements are not guarantees of
future performance and involve risks and uncertainties, and that actual results
may differ materially from those projected in the forward-looking statements as
a result of various factors. The factors that might cause such differences
include, among others, the following: (i) any material inability by us to
successfully identify, consummate and integrate the acquisition of finance
receivables at reasonable and anticipated costs; (ii) any material inability by
us to successfully internally develop its products; (iii) any adverse effect or
limitations caused by Governmental regulations; (iv) any adverse effect on our
continued positive cash flow and abilities to obtain acceptable financing in
connection with its growth plans; (v) any increased competition in business;
(vi) any inability by us to successfully conduct our business in new markets;
and (vii) other risks including those identified in our filings with the
Securities and Exchange Commission. We undertake no obligation to publicly
update or revise the forward looking statements made in this Form 10-QSB to
reflect events or circumstances after the date of this Form 10-QSB or to reflect
the occurrence of unanticipated events.


                          PART II. - OTHER INFORMATION

Item 1. Legal Proceedings

         NONE

Item 2. Changes in Securities

         NONE

Item 3. Defaults Upon Senior Securities

         NONE

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

         NONE


                                       14

Item 5. Other Information

         NONE

Item 6. Exhibits and Reports on Form 8-K

         NONE


                                   SIGNATURES


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



December 28, 2001                     /s/ Anthony A. Sutter
Date                                  Anthony A. Sutter, President





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