SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-KSB

(Mark One)

[X]  ANNUAL REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE
     ACT OF 1934 [FEE REQUIRED]

For the fiscal year ended: March 31, 1999     OR

[ ]  TRANSITION  REPORT  PURSUANT  TO  SECTION  13 OR  15(d)  OF THE  SECURITIES
     EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

Commission file number:  0-17304
                              CNH Holdings Company
             (Exact name of registrant as specified in its charter)

             Nevada                                             11-2867201
(State or other jurisdiction of                              (I.R.S. employer
 incorporation or organization)                           identification number)

  1420 N. Longview Street, Kilgore, TX                             75662
(Address of principal executive offices)                         (Zip Code)

Registrant's  telephone number,  including area code: (903) 984-6425
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:

                          Common Stock, $.001 Par Value
                                (Title of class)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes X No


Indicate by check mark if disclosure of delinquent  filers  pursuant to Rule 405
of Regulation S-K is not contained herein and will not be contained, to the best
of  registrant's  knowledge,  in  definitive  proxy  or  information  statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]

State the aggregate market value of the voting stock held by  non-affiliates  of
the registrant. The aggregate market value shall be computed by reference to the
price at which the stock was sold,  or the average bid and asked  prices of such
stock,  as of a specified  date within 60 days prior to the date of filing:  The
common  stock of  registrant  is  listed  and  traded  on the  "Bulletin  Board"
maintained by the National  Association of Securities  Dealers,  Inc. The quoted
inside bid and asked prices for the common stock on July 23, 1999, were $.68 and
$1.31,  respectively.  There were  7,611,415  common shares  outstanding on that
date,  of which  2,227,568  shares were held by  non-affiliates.  The  aggregate
market value for the common stock on that date was, therefore, $2,216,430.

Indicate the number of shares outstanding of each of the registrant's classes of
common stock as of the latest  practicable date: As of July 23, 1999, there were
7,611,415 common shares outstanding.

Registrant had revenues of $849,120 during the fiscal year ended March 31, 1999.

Documents  Incorporated  by Reference:  List  hereunder the  documents,  if any,
incorporated  by  reference  and the part of this  Form  10-KSB  into  which the
document is incorporated: None.

                                        1

<PAGE>


Item 1. Description of Business: CNH Holdings Company, a Nevada corporation (the
"Company"),  was  incorporated in Delaware on April 15, 1987,  under the name of
I.S.B.C.  Corp.  The  Company  subsequently  changed  its  name  first  to Coral
Companies,  Inc.,  and then to CNH  Holdings  Company.  Domicile  was changed to
Nevada in 1997.

On June 15, 1998,  the Company  entered  into a  reorganization  agreement  (the
"Southport   Reorganization   Agreement")  with  Southport   Environmental   and
Development,  Inc., a Nevada corporation ("Southport  Environmental" or "SEDI"),
and the  shareholders of Southport  Environmental  pursuant to which the Company
acquired all of the outstanding  proprietary interest of Southport Environmental
and 1/3rd of the outstanding proprietary interest of NORM Services,  Group, Inc.
("NORM"),   in  a  share  for  share   exchange   which  resulted  in  Southport
Environmental becoming a wholly owned subsidiary of the Company, NORM becoming a
minority  owned  subsidiary  of the Company and the  shareholders  of  Southport
Environmental  acquiring  control of the Company through their share  ownership.
The Company  issued  6,000,000  common shares and 200,000 shares of the Class A:
10%  Dividend  Bearing  Preferred  Stock  in  the  exchange.   Pursuant  to  the
Reorganization  Agreement,  the existing director, Mr. Paul M. Lionti,  resigned
and the Company appointed Messrs. Larry V. Tate, Gerald Pybas, H. Paul Estey, E.
Robert  Barbee and Terry  McFarland as  directors.  Mr. Tate was then  appointed
Chief Executive Officer, Mr. Pybas President, and Ms. Helen Wallace Treasurer.

Southport Environmental was incorporated on June 1, 1998, and is involved in the
exploration  for and  development  of oil and gas  properties.  It had acquired,
prior to the Southport  Reorganization  Agreement, oil and gas properties with a
remaining cost basis of $144,146 from two individuals,  Messrs.  Tate and Pybas,
solely  in  exchange  for  SEDI  stock.  Messrs.  Tate and  Pybas  were the sole
shareholders of SEDI at June 15, 1998.

NORM was originally  formed as a Texas limited liability company on February 26,
1997, and commenced operations in May, 1997. NORM is involved in the remediation
of naturally  occurring  radioactive and waste materials along the gulf coast of
Texas and Louisiana. NORM became a corporation on July 21, 1998.

On August 7, 1998, NORM acquired all of the  partnership  assets and liabilities
of NSG Rentals,  a Texas general  partnership in exchange for common stock.  The
operations  of NSG  Rentals are now a division  of NORM.  NSG Rentals  commenced
operations on March 4, 1998,  renting and servicing oil field equipment.  Two of
the three equal  partners in NSG Rentals  were Messrs.  Tate and Pybas.  Also on
August 7, 1998, the Company acquired the remaining outstanding interests of NORM
which it did not then own in a tax free  reorganization,  issuing 450,000 shares
of common stock in exchange.

Item 2. Description of Property:  The Company,  during the period covered by and
on the date of this report, owned no real property.  On the date of this report,
the Company owned all of the outstanding shares of Southport Environmental,  all
of which were acquired on June 15, 1998,  and all of the shares of NORM,  all of
which were acquired on June 15, 1998, and August 7, 1998. The executive  offices
of the Company are now located at 1420 N. Longview Street, Kilgore, Texas 75662.
The telephone number at this address is (903) 984-6425.

Item 3. Legal  Proceedings:  No material legal  proceedings to which the Company
(or any officer or director of the Company,  or any affiliate or owner of record
or  beneficially  of more than five percent of the Common Stock, to management's
knowledge)  is a party or to which the  property  of the  Company  is subject is
pending,  and no such material  proceeding is known by management of the Company
to be contemplated.

Item 4.  Submission  of Matters  to a Vote of  Security  Holders:  There were no
meetings of security  holders  during the period  covered by this report;  thus,
this item is not applicable.

Item 5.  Market for Common Equity and Related Shareholder Matters:

The  Common  Stock is  presently  traded in the  over-the-counter  market and is
listed on the Pink Sheets maintained by the National Quotation Bureau, Inc., and
on the Bulletin  Board  maintained  by the National  Association  of  Securities
Dealers,  Inc.  (NASD) under the symbol CNHH. The following table sets forth the
range of high and low bid and asked  quotations for the common stock during each
calendar  quarter  beginning  January 1, 1998, and ending June 30, 1999, each of
which has been rounded to the nearest whole cent.


                                        2

<PAGE>


                            HIGH BID      LOW BID     HIGH ASKED     LOW ASKED
March 31, 1998               2.125         0.25         2.625           0.50
June 30, 1998                1.75          0.75         2.00            0.9375
September 30, 1998           1.375         0.25         1.875           0.625
December 31, 1998            0.4375        0.3125       0.75            0.4375
March 31, 1999               1.625         0.3125       2.00            0.75
June 30, 1999                1.375         0.375        1.625           0.75

The above prices were  obtained  from the  National  Association  of  Securities
Dealers,  Inc. The quotations represent  inter-dealer  quotations without retail
mark-up,  mark-down or  commission,  and may not  necessarily  represent  actual
transactions.  On July 23, 1999,  the closing inside bid and asked prices quoted
on the Bulletin Board for the common stock were $.68 and $1.31, respectively. On
that date, there were four broker-dealers in the market.

Outstanding Shares and Shareholders of Record: As of July 23, 1999, the transfer
ledgers  maintained by the Company's  stock transfer agent  indicated that there
7,611,415 shares of common stock issued and outstanding, 6,309,410 of which were
restricted. On that date there were approximately 571 shareholders of record.

Dividends:  The Company has not  declared  or paid any  dividends  on its Common
Stock  from  inception  to the  date  of  this  report,  although  there  are no
restrictions on the payment of dividends. Further, no dividends are contemplated
at any time in the foreseeable future.

Item 6. Management's  Discussion and Analysis of Financial Condition and Results
of Operations:

The following discussion has been prepared assuming the Company will continue as
a going concern;  however,  the audit report includes a caveat on this point. In
reading the  following,  one should first  consult the audit  report,  financial
statements and footnotes, while keeping in mind the significant operating losses
generated by the Company on a consolidated basis with its subsidiaries.

Results of Operations:

Fiscal 1999 as  compared to Fiscal  1998:  The primary  revenue  sources for the
Company  during  the  fiscal  year  ended  March 31,  1999,  were from oil field
services  ($646,523),  oil and gas sales  ($145,511) and equipment rental income
($19,190),  which  resulted in gross  revenues of  $849,120.  The Company had no
revenues in fiscal 1998.  Operating costs during fiscal 1999 primarily consisted
of cost of sales ($841,218),  administrative and general expenses ($529,932) and
depreciation,  depletion  and  amortization  ($44,614),  a total of  $1,415,764.
Operating  costs  during  fiscal 1998 were solely  administrative  in nature and
aggregated  $139,000  in  amount.  The  foregoing  resulted  in a net loss  from
operations of $566,644  during fiscal 1999 and $139,000 during fiscal 1998. This
loss was  primarily  the result of losses  from the oil field  services  segment
aggregating  $457,739 in amount,  although  equipment  rentals also  contributed
significantly  since the loss  generated by this  segment  exceeded the revenues
generated.

Management  at present is  devoting  itself to  increasing  gross  revenues  and
reducing  administrative  and general  expenses,  and has implemented  steps and
proceedures  to  better  assure  itself  on the  profitability  of its  services
contracts.  There can be no  assurance  these  efforts will be  successful.  The
Company, during fiscal 1999, had other expenses of $65,778. The net loss for the
fiscal year, then, was $632,422, or $.12 per share outstanding, as compared to a
loss of $139,000 and $.35 per share during fiscal 1998.

Cash flows  from  operating  activities,  however,  were  $95,355;  thus,  on an
operating basis the Company has sufficient  cash to cover its day-to-day  needs.
The Company,  during 1999, expended $161,008 on plant, property and equipment so
as to better serve its customers and ramp up  operations.  Financing  activities
during  fiscal 1999  generated  $94,756.  The net result of the foregoing was an
increase in cash from fiscal 1998 of $29,103.

Fiscal 1998 as compared to Fiscal 1997:  The Company had no revenues,  operating
or  otherwise,  from  1991  through  the  fiscal  year  ended  March  31,  1998.
Correspondingly, all expenses during these periods were administrative in nature
and  immaterial in amount.  The  acquisition by the Company of SEDI and 1/3rd of
the  outstanding  interest  of NORM did not occur until June 15,  1998,  and the
acquisition  by the  Company of the  remaining  2/3rds  interest in NORM did not
occur until August 7, 1998. SEDI and NORM are in the  development  phase and did
not have  significant  operations  during the fiscal year ended March 31,  1998;
thus, no meaningful comparison can be made between fiscal 1998 and fiscal 1997.


                                        3

<PAGE>



Liquidity  and Capital  Resources:  The Company had no  liquidity  sources  from
fiscal 1990 through the calendar year ended 1997;  however, a stock subscription
by a consultant  provided a source of liquidity through 1998 and the first three
months of fiscal 1999. All  administrative  matters  through June 15, 1998, were
provided  for by the  executive  officer  of and  attorney  for the  Company  in
exchange  common stock issued to them on May 3, 1996. Cash flows from operations
provided  liquidity to SEDI and NORM for fiscal 1998 and fiscal  1999;  however,
each of these entities  suffered a loss from  operations in each of these years.
NORM has factored various of its accounts receivable to a financial institution,
paying a 3% fee to the financial institution, which requires a reserve where 10%
of the amount factored is deposited so as to cover any collection failures.  The
reserve  account is balanced  out at the end of each month.  At fiscal 1999 year
end $120,226 of accounts receivable had been factored and $19,794 established as
a reserve.  On June 23, 1999,  the Company  received  approximately  $500,000 in
equity proceeds. The Company will use these proceeds in operations.

Compliance  with  Beneficial  Ownership  Reporting  Rules:  Section 16(a) of the
Securities  Act of 1934,  as amended  ("Exchange  Act"),  requires the executive
officers and  directors of the Company,  and persons who  beneficially  own more
than 10% of the Common Stock,  to file initial  reports of ownership and reports
of changes in ownership  with the  Commission.  These  officers,  directors  and
shareholders  are also required to furnish the Company with copies of certain of
these  reports.  Based solely on a review of copies of reports  furnished to the
Company during its fiscal year ended March 31, 1999, and thereafter,  or written
representations,  if any,  received by the Company  from these  persons  that no
other reports were required,  the Company believes that, during the fiscal years
ended  March 31,  1996,  1997 and 1998,  all  applicable  Section  16(a)  filing
requirements were not satisfied.

Item 7.  Financial Statements:


Halliburton, Hunter & Associates, P.C.
CERTIFIED PUBLIC ACCOUNTANTS


               REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS


The Board of Directors and Stockholders
CNH Holdings Company

We have audited the balance sheets of CNH Holdings Company as of March 31, 1999,
and 1998,  and the  related  statements  of income  (loss) and of  stockholders'
equity for the three years ended March 31, 1999. These financial  statements are
the responsibility of the Company's management. Our responsibility is to express
an opinion on these financial statements based on our audit.

We conducted our audit in accordance with generally accepted auditing standards.
Those standards  require that we plan and perform the audit to obtain reasonable
assurance   about  whether  the  financial   statements  are  free  of  material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the  financial  position of CNH Holdings  Company as of
March 31, 1999, and 1998,  and the results of its  operations and  shareholders'
equity for the three years ended March 31, 1999,  in conformity  with  generally
accepted accounting principles.

The  accompanying  financial  statements  have been  prepared  assuming that the
company  will  continue as a going  concern.  As  discussed  in the notes to the
financial   statements,   the  Company  has  suffered  substantial  losses  from
operations and has a net capital  deficiency that raises substantial doubt about
its ability to continue as a going  concern.  The  financial  statements  do not
include any adjustments that might result from the outcome of this uncertainty.

Littleton, Colorado
July 8, 1999

                                       4

<PAGE>

                      CNH HOLDINGS COMPANY AND SUBSIDIARIES
                                 BALANCE SHEETS
                                                                 March 31,
                                                            1999          1998
                                                            ----          ----
ASSETS

Current Assets:
  Cash                                                    $  9,309      $   --
  Cash (restricted)                                         19,794          --
      Total cash                                            29,103          --
                                                          --------      --------
  Receivables:
     Note                                                   34,500          --
     Trade accounts                                         80,736          --
     Other                                                     535       100,000
                                                          --------      --------
                                                           115,771       100,000
     Less allowance for doubtful accounts                   59,673          --
                                                          --------      --------
                                                            56,098       100,000
                                                          --------      --------
        Total current assets                                85,201       100,000
                                                          --------      --------
Property, Plant and Equipment
 Land farm                                                  70,000          --
 Land farm improvements                                     13,009          --
 Oil and gas producing properties                          154,937          --
 Disposal well                                              18,500          --
 Machinery & equipment                                     150,610          --
 Rental equipment                                          152,429          --
 Vehicles                                                   16,566          --
 Office Equipment                                           20,905          --
                                                          --------      --------
                                                           596,956          --
  Less accumulated depreciation                             54,350          --
                                                          --------      --------
                                                           542,606          --
                                                          --------      --------
Other assets:
 Organization costs                                          1,517          --
 Deposits                                                    3,650          --
                                                          --------      --------
                                                             5,167          --
                                                          --------      --------
                     Total Assets                         $632,974      $100,000
                                                          ========      ========

                                        5
<PAGE>

                                                        1999            1998
                                                        ----            ----
LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
 Current portion of long term debt                   $  42,000             --
 Notes payable, bank                                   237,576             --
 Notes payable, shareholders                           118,600             --
 Note payable, other                                    10,000             --
 Accounts payable, trade                               296,149             --
 Payroll taxes payable                                   7,310             --
 Accrued interest                                       13,516             --
 Other payables                                         15,815             --
                                                     ---------        ---------
    Total current liabilities                          740,966             --
                                                     ---------        ---------

Long term debt:
 Notes payable, bank                                   105,076             --
 Less current portion                                   42,000             --
                                                     ---------        ---------
    Total long term debt                                63,076             --
                                                     ---------        ---------

Stockholders' Equity (Deficit)
  Preferred Stock, $.01 par value,
    1,000,000 shares authorized,
    200,000 shares issued and
    outstanding                                          2,000             --
  Common Stock, $.001 par value,
   10,000,000 shares authorized,
   7,259,410 shares at March 31,
   1999 and 950,000 at March 31,
   1998 issued and outstanding                           7,259              950
  Additional paid-in capital                           581,495          228,450
 Deficit                                              (761,822)        (129,400)
                                                     ---------        ---------
                                                      (171,068)         100,000
                                                     ---------        ---------

Total Liabilities and
          Stockholders' Equity                       $ 632,974        $ 100,000
                                                     =========        =========


                 The Auditor's report and accompanying notes are
                     an integral part of these statements.

                                        6

<PAGE>

                      CNH HOLDINGS COMPANY AND SUBSIDIARIES

                      CONSOLIDATED STATEMENT OF OPERATIONS


                                                      Year ended March 31,

                                                 1999           1998       1997
                                                 ----           ----       ----

Operating revenues:
 Oil field services                          $   646,523    $      --      $--
 Oil and gas sales                               145,511           --       --
 Equipment rental income                          19,190           --       --
 All other income                                 37,896           --       --
                                             -----------    -----------    -----
     Gross revenue                               849,120           --       --
                                             -----------    -----------    -----

Operational costs
 Cost of sales                                   841,218           --       --
 Administrative and general expenses             529,932        139,000     --
 Depreciation, depletion and amortization         44,614           --       --
                                             -----------    -----------    -----
   Total operating costs                       1,415,764        139,000     --
                                             -----------    -----------    -----
     Net loss from operations                   (566,644)      (139,000)    --

Other income (expenses)
    Interest income                                  332           --       --
    Interest expense                             (66,110)          --       --

    Net income (loss)                        $  (632,422)   $  (139,000)    --
                                             ===========    ===========    =====

(Loss) per common share                      $      (.12)   $      (.35)    --





                The Auditor's report and accompanying notes are
                      an integral part of these statements.

                                        7

<PAGE>

                      CNH HOLDINGS COMPANY AND SUBSIDIARIES

                      CONSOLIDATED STATEMENT OF CASH FLOWS

Cash flows from operating activities:
  Net (loss)                                                  $(632,422)     --
  Add non-cash items:
    Depreciation, depletion and amoritization                    44,614      --
  Decrease in accounts receivable, net                          337,462      --
  (Increase) in deposits                                         (3,650)     --
  Increase in notes payable                                     291,176      --
  Increase in accounts payable                                   31,579      --
  Increase in other liabilities                                  26,596      --
                                                              ---------      ---
    Net cash flows from operating activities                     95,355      --
                                                              ---------      ---
Cash flows from investing activities:
 Purchase of plant, property & equipment                       (161,008)     --
                                                              ---------      ---
    Net cash flows used in investing activities                (161,008)     --
                                                              ---------      ---
Cash flows from financing activities:
 Cash received in purchase of subsidiaries                       74,745      --
 Payments on long term debt                                     (45,092)     --
 Sale of common stock                                            65,103      --
                                                              ---------      ---
    Net cash flows from financing activities                     94,756      --
                                                              ---------      ---
    Net increase in cash                                         29,103      --

Cash at beginning of year                                          --        --
                                                              ---------      ---
Cash at end of year                                           $  29,103      --
                                                              =========      ===



                The Auditor's report and accompanying notes are
                      an integral part of these statements.

                                        8

<PAGE>
<TABLE>
<CAPTION>


                      CNH HOLDINGS COMPANY AND SUBSIDIARIES
                        STATEMENT OF STOCKHOLDERS' EQUITY

                                               Preferred      Common                              Total
                       Preferred     Common      Stock        Stock                 Accumulated   Equity
                         Shares      Shares      Amount       Amount       APIC       Deficit    (Deficit)
                         ------      ------      ------       ------       ----       -------    ---------

Balance
<S>                    <C>          <C>         <C>           <C>        <C>          <C>        <C>
 at March 31, 1997                   400,000                     400        --          (400)        --

Issuance of common
 shares for services
  in December, 1997                  100,000                     100       3,900        --          4,000

Issuance of common
 shares for services
  in December, 1997                  450,000                     450     224,550        --        225,000

Net loss for
 the year ended
 March 31, 1998                         --          --          --          --       (129,000)    (129,000)
                       ---------   ---------   ---------   ---------    ---------    ---------   ---------
Balance at
 March 31, 1998                      950,000                     950     228,450    (129,400)     100,000


Exchange and sale
of stock in
acquisition of
subsidiary               200,000   6,309,410       2,000       6,309      353,045         --                 361,354

Net loss for
year ended
March 31, 1999              --          --          --          --           --       (632,422)
                       ---------   ---------   ---------   ---------    ---------    ---------             ---------
Balance at
March 31, 1999           200,000   7,259,410   $   2,000       7,259      581,495     (761,822)             (171,068)
                       =========   =========   =========   =========    =========    =========             =========






                The Auditor's report and accompanying notes are
                     an integral part of these statements.

                                        9
</TABLE>

<PAGE>

                      CNH HOLDINGS COMPANY AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         March 31, 1999, 1998, and 1997

1. Organization:

I.S.B.C.  Corp. was  incorporated  in Delaware on April 15, 1987. On January 29,
1988, I.S.B.C.  Corp. completed a public offering of 800,000 units at a price of
$.50 per unit,  consisting  of one share of  common  stock and three  redeemable
warrants. All unexercised warrants have now expired.

On June 27, 1988, I.S.B.C. Corp. issued 21,000,000 shares of its common stock in
exchange for all of the outstanding  shares of Coral Group,  Inc.  Subsequent to
the exchange of stock, I.S.B.C. Corp. changed its name to Coral Companies,  Inc.
Coral Group,  Inc. was incorporated on March 12, 1984, and commenced  operations
in November  1984.  Coral Group,  Inc.'s  primary  business was the marketing of
computer  hardware  and  software  as well  as  providing  consulting  services,
installation  support,  training  programs  and  software  maintenance  for  its
customers.  Since the shareholders of Coral Group, Inc. owned  approximately 85%
of Coral Companies, Inc. immediately after the exchange, the stock exchanges was
accounted for as a reverse acquisition of Coral Companies,  Inc. by Coral Group,
Inc. The Company,  subsequent to the acquisition of the Coral Group, changed its
name to CNH Holdings Company and its domicile to Nevada.

The Company  previously  had  outstanding  a class of preferred  stock which was
entitled to one vote per share,  was not entitled to receive any dividends  that
may have been declared and had a liquidation  preference of $.02 per share.  The
preferred  stock was previously  converted to common stock,  and the liquidation
preference of $220,000 was reclassified from preferred  stockholders'  equity to
common stockholders' equity.

On May 30, 1996, the Company  effected a reverse  one-for-one  thousand  capital
share split. Concurrently,  the authorized number of common shares was increased
to 10,000,000,  $.001 par value per share and 1,000,000  preferred shares,  $.01
par  value.  After the split,  there  were  19,228  common  shares  outstanding.
Subsequently,  380,772  shares  of the $.001 par  value  shares  were  issued to
individuals in exchange for services rendered.

On December 9, 1997, the Company  entered into a  reorganization  agreement (DRC
Reorganization Agreement) with GNC Corporation,  a Nevada corporation (GNC), and
the sole  shareholder of GNC, that being DRC, Inc., a Nevada  corporation  (DRC)
pursuant  to  which  the  Company  agreed  to  acquire  all of  the  outstanding
proprietary  interest of GNC in a  share-for-share  exchange which  subsequently
resulted  in GNC  becoming a  wholly-owned  subsidiary  of the  Company  and DRC
acquiring  control of the company through its share ownership.  The accquisition
was  rescinded  due to the  failure  of GNC  and  DRC to  deliver  the  required
financial statements.

During the  fiscal  year,  on June 18,  1998,  the  Company  acquired  Southport
Environmental  in a share for share  exchange,  which  resulted  in the  Company
issuing 6,000,000 common shares and 200,000  preferred  shares.  Concurrent with
the  acquisition,  there  was a change  in  control  and the  management  of the
company.

The Company now operates under three  divisions,  Norm Services Group,  Inc., an
oilfield services operation, Southport Environment and Design, Inc., a producing
and  exploration  oil and gas  company,  and NSG Rentals,  an equipment  leasing
company, primarily to the oil and gas industry.

2. Accounting principles:

Estimates:  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 reported  amounts of revenues and expenses  during the reporting
periods. Actual results could differ from those estimates.

Cash:  For purposes of the statements of cash flows,  the Company  considers all
highly liquid debt instruments purchased with a maturity of three months or less
and money market funds to be cash equivalents.


                                       10

<PAGE>



Loss Per Shares:  Net loss per share is provided in accordance with Statement of
Financial  Accounting  Standards  No. 128 (SFAS No.  128) - Earnings  per Share.
Basic  loss per  share is  computed  by  dividing  losses  available  to  common
shareholders by the weighted average number of common shares  outstanding during
the period.  Diluted loss per share  reflects per share  amounts that would have
resulted if diluted common stock equivalents had been converted to common stock.
The net losses per share  calculatons  reflect the effect of stock dividends and
stock splits.

Income Taxes: Income taxes provide for the tax effects of transactions  reported
in the  financial  statements  and consist of taxes  currently due plus deferred
taxes related  primarily to net operating  loss  carryforwards  and  differences
between the basis of various assets for financial and income tax reporting.  The
deferred tax assets and liabilities represent the future tax return consequences
of those differences, which will either be taxable or deductible when the assets
and liabilities are recovered or settled.  Valuation  allowances are established
when  necessary  to reduce  deferred  tax  assets to the amount  expected  to be
realized.

Deprectiation  and  Depletion:  Depreciable  property,  plant and  equipment are
depreciated over their estimated useful lives on the straight-line method, using
lives of three to seven years.  Depletion of oil and gas  properties is computed
on the units of production method.  Organization costs are amortized evenly over
a period of 60 months.

3.  Restricted  cash:  One of the  Company  subsidiaries  factors  its  accounts
receivable at a rate of 12% per annum.  At March 31, 1999,  $120,226 of accounts
receivable  had been  factored and a cash  balance  reserved of $19,794 had been
restricted.

4. Notes payable:  Notes payable currently due bear interest rates from 8.75% to
10.5% per annum.

5. Long term debt:  Long term debt bears interest at 9% per annum.  Following is
the long term debt schedule by years:

2000          $ 42,000
2001            43,339
2002            19,737
              --------
              $105,076
              ========

Segment accounting

The company operates in three segments.

<TABLE>
<CAPTION>


                                  Oil field     Oil & gas     Equip.
                                   Services     Production    Rentals       Admin.       Total
                                   --------     ----------    -------       ------       -----
Revenue from external:
<S>                               <C>            <C>           <C>         <C>          <C>
Customers                         $ 684,419      145,511       19,190         --        849,120
Interst revenue                         332         --           --           --            332
Interest expense                     50,916         --         12,279        2,915       66,110
Depreciation, depletion, amort       14,562       12,394       17,658         --         44,614
Segment profit (loss)              (457,739)      (9,250)     (62,810)    (102,623)    (632,422)
Segment assets                      314,367      181,681      135,744        1,182      632,974
Expenditures for segment assets     147,470       10,791        2,474         --        161,008

</TABLE>

7. 1999 Stock option plan: On January 25, 1999, the Company's Board of Directors
adopted a stock option plan in which all full-time  employees of the Company and
its subsidiaries  are eligible to participate.  The plan will be administered by
the Board, which may subsequently appoint a committee for this purpose. The plan
sets aside up to 1,000,000 shares of common stock to cover options to be granted
over the term of the plan. The plan has a ten-year term  commencing  January 25,
1999. The company has filed a registration  statement under the act to cover the
shares  which are  issued  under the plan.  At year  end,  no  options  had been
granted.

Item  8.  Changes  in and  Disagreements  with  Accountants  on  Accounting  and
Financial Disclosure:  This item is not applicable to the period covered by this
report.


                                       11
<PAGE>


                                    PART III

Item 9.  Directors and Executive  Officers of the Company:  The following  table
sets forth all current directors and executive officers of the Company,  as well
as their ages:

      NAME                   AGE              POSITION WITH COMPANY *

Larry V. Tate                 64              Chairman of the Board of Directors
                                                and Chief Executive Officer

Gerald W. Pybas               52              Director and President

Helen Wallace                 43              Chief Financial and Accounting
                                                Officer, Treasurer

H. Paul Estey                 65              Director

E. Robert Barbee              58              Director

Terry L. McFarland            40              Director

* No current director has any arrangement or  understanding  whereby they are or
will be selected as a director or nominee.

The executive officers hold office until the next annual meeting of shareholders
and until their respective successors have been duly elected and qualified.  The
officers are elected by the Board of Directors at its annual meeting immediately
following the shareholders'  annual meeting and hold office until their death or
until they earlier  resign or are removed  from office.  There are no written or
other contracts providing for the election of directors or term of employment of
executive officers, all of whom serve on an at will basis.

The Board of Directors  currently  consists of five  members,  Messrs.  Larry V.
Tate, Gerald W. Pybas, H. Paul Estey, E. Robert Barbee and Terry McFarland.  The
Company does not have any standing audit, nominating or compensation committees,
or any committees performing similar functions. The board will meet periodically
throughout the year as necessity dictates.

Executive  Profiles:  Mr.  Larry V. Tate has been Chief  Executive  Officer  and
Chairman of the Board of Directors  since June 15, 1998.  Prior to that date and
currently,  he served  and  continues  to serve in  similar  capacities  for the
entities  acquired  by the  Company.  In  these  capacities,  Mr.  Tate has been
primarily  responsible for the strategic direction and day-to-day  operations of
these  corporations.  Mr.  Tate has been  actively  involved  in the oil and gas
industry for most of his adult life.  Mr. Gerald W. Pybas has been President and
a director of the Company since June 15, 1998. Prior to that date and currently,
he served and continues to serve in similar capacities for the entities acquired
by the Company.  In these capacities,  Mr. Pybas has been primarily  responsible
for field  operations.  He received a Bachelor  of Science  Degree in 1961 and a
Masters in  Geology  in 1962 from the  University  of  Oklahoma,  and has been a
member of the American  Association of Petroleum  Geologists  since 1969.  Helen
Wallace has been Chief  Financial  and  Accounting  Officer since June 15, 1998.
Prior to that date and  currently,  she served and continues to serve in similar
capacities for the entities acquired by the Company.  Ms. Wallace,  from 1990 to
1997,  worked for an  independent  oil and gase lease  operator,  serving as the
production  clerk  responsible  for all  regulatory  filings and office to field
coordination.  Mr. H. Paul Estey has been a director of the  Company  since June
15, 1998. He is currently the Chief  Executive  Officer and Corporate  Radiation
Safety Officer and a director of NORM Services Group, L.L.C.,  having held these
positions since formation in November,  1996.  Prior to this, Mr. Estey provided
services to the NORM industry, including surveying,  radiation safety/protection
and regulatory  compliance,  license applications,  project supervision,  expert
testimony and  treatment/disposal  evaluations.  Mr. E. Robert Barbee has been a
director of the Company  since June 15,  1998.  He is  self-employed  in the oil
field supply business in Kilgore,  Texas. Mr. Barbee attended Kilgore College in


                                       12

<PAGE>


Kilgore  from 1959 until 1961 and Stephen F. Austin State  University  from 1968
until  receiving a Bachelors in Business  Administration  in 1970.  Mr. Terry L.
McFarland  has  been a  director  of the  Company  since  June 15,  1998.  He is
self-employed  as an  independent  oil producer  and cattle  rancher in Kilgore,
Texas.

Item 10.  Executive  Compensation:  No  compensation  was  paid to the  Board of
Directors  or  executive  officers  of the Company in their  capacities  as such
during the fiscal years ended March 31, 1999, March 31, 1998, or March 31, 1997.

Item  11.  Security  Ownership  of  Management  and  Certain  Others:  Based  on
information  which has been made  available to the Company by its stock transfer
agent, the following table sets forth, as of July 23, 1999, the shares of Common
Stock owned by each current director,  by directors and executive  officers as a
group  and by each  person  known  by the  Company  to own  more  than 5% of the
outstanding Common Stock:

                          Name and Address            Number of       Percent of
Title of Class          of Beneficial Owner            Shares         Class (1)
--------------          -------------------            ------         ---------

Common Stock               Larry V. Tate              2,787,500       36.62% (2)
                           P.O. Box 464
                           Kilgore, TX 75663

Common Stock               Gerald W. Pybas            2,312,500       30.38% (3)
                           P.O. Box 464
                           Kilgore, TX 75663

Common Stock               E. Robert Barbee             225,000        2.96% (4)
                           P.O. Box 464
                           Kilgore, TX 75663

Common Stock               H. Paul Estry                 58,847        0.77%
                           P.O. Box 294
                           Wallisville, TX   75662

Directors and Executive                               5,383,847       70.73%
      Officers as a Group
      (one in number):

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

(1)  Based on 7,611,415  shares of common stock issued and  outstanding  on July
     23, 1999.

(2)  Does not include 109,100 shares of Series A Preferred Stock,  none of which
     is convertible into common stock.

(3)  Does not include 74,900 shares of Series A Preferred  Stock,  none of which
     is convertible into common stock.

(4) Does not include 4,000 shares of Series A Preferred Stock,  none of which is
convertible into common stock.

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


Item 12. Certain Transactions:

None.

Item 13. Exhibits and Reports on Form 8-K:

(a)  Exhibits:  None

All required exhibits were previously filed with the Registration  Statements on
Form  S-18  (No.  33-17008-NY)  and Form S-1 (No.  33-29899)  and with the Forms
10-KSB for the fiscal year ended March 31, 1996,  March 31, 1997,  and March 31,
1998.

(b) Forms 8-K: None.


                                       13
<PAGE>


                                   SIGNATURES

In accordance  with the  requirements  of Section 13 or 15(d) of the  Securities
Exchange Act of 1934, registrant has duly caused this report to be signed on its
behalf by the undersigned,  thereunto duly  authorized,  in the City of Kilgore,
State of Texas on this 28th day of July, 1999.

CNH HOLDINGS COMPANY
(Registrant)


By: /s/ Larry V. Tate
---------------------
Larry V. Tate, Chief Executive Officer


By: /s/ Helen Wallace
---------------------
Helen Wallace, Chief Financial
  and Accounting Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following person on behalf of the registrant in the
capacity on this 28th day of July, 1999.


/s/ Larry V. Tate           /s/ Gerald Pybas                /s/ E. Robert Barbee
-----------------           ----------------                --------------------
Larry V. Tate, Director     Gerald Pybas, Director          E. Robert Barbee


/s/ H. Paul Estey           /s/ Terry McFarland
-----------------           -------------------
H. Paul Estey, Director     Terry McFarland, Director


                                       14