U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   FORM 10-KSB



[X]     ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
        OF 1934 for the year ended December 31, 2002

[ ]     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
        ACT OF 1934 for the transition period from _______ to _______

COMMISSION FILE NUMBER: 001-14973
---------------------------------

                              NATIONAL BEAUTY CORP.
                              ---------------------
        (Exact name of small business issuer as specified in its charter)

                            BEAUTYMERCHANT.COM, INC.
                            ------------------------
                           (Former name of registrant)

          Nevada                                      13-3422912
          ------                                      ----------
(State or other jurisdiction of              (IRS Employer identification
incorporation or organization)                          No.)


            4810 West Commercial Blvd, Ft. Lauderdale, Florida 33319
            --------------------------------------------------------
                    (Address of principal executive offices)

                                 (954) 717-8680
                                 --------------
                           (Issuer's telephone number)

Securities registered under Section 12(b) of the Exchange Act:

None.

Securities registered under Section 12(g) of the Exchange Act:

Common Stock, $.001 par value
Convertible Series A Preferred Stock, $.001 par value
2% Convertible Series B Preferred Stock, $.001 par value

Check  whether  the issuer (1) filed all reports required to be filed by Section
13  or  15(d) of the Exchange Act during the past 12 months (or for such shorter
period  that the registrant was required to file such reports), and (2) has been
subject  to  such  filing  requirements  for  the  past 90 days. Yes [x] No [  ]

Check  if there is no disclosure of delinquent filers in response to Item 405 of
Regulation  S-B  contained in this form, and no disclosure will 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-KSB or an
amendment  to  this  Form  10-KSB.  [x]

State issuer's revenues for its most recent fiscal year: $542,210.

As  of  March  31,  2003 there were 35,501,062 common shares outstanding and the
aggregate  market  value of the common shares (based upon the average of the bid
price  of  $.05  and  the  asked  price  of  $.06  reported  by brokers) held by
non-affiliates  was  approximately  $1,775,053.  Note  that  30,000,000 of these
aforementioned  common  shares  above  are  being  held  in an escrow collateral
account  awaiting  certain  financings.

Transitional  Small  Business  Disclosure  Format  (check  one):  Yes[  ]  No[X]

Number of shares of common stock outstanding as of March 31, 2003:    35,501,062
Number of shares of preferred stock outstanding as of March 31, 2003:    750,000


                                     PART I
                                     ------

ITEM 1.     DESCRIPTION OF BUSINESS

CORPORATE ORGANIZATION

As  used  herein  the  term "Company" refers to National Beauty Corp., (a Nevada
Corporation),  formerly  known  as  BeautyMerchant.com,  Inc. since 1999 and its
subsidiaries  and  predecessors,  unless  the  context  indicates  otherwise.
Originally incorporated in 1987 as Tri-Capital Corporation, the name was changed
in  1988  to  Advanced Appearance of America, which operated beauty salons until
1995.  At  that  time, the Company discontinued its operations and went inactive
until  early  1998.  In  March  of  1998,  the  Company  changed its name to ATR
Industries,  Inc.  On June 1, 1998, the Company acquired ATR Industries, Inc. of
Florida  (AKA  Cleaning  Express  USA  and Cleaning Express of South Palm Beach,
Inc.),  a private Florida Corporation, for 3,000,000 restricted shares of Common
Stock.  On September 12, 2002, one of the Company's subsidiaries legally changed
its  name  to  Hairmax  of  Florida,  Inc. from Beautyworks USA of Florida, Inc.

Since  1998,  the  Company has concentrated its operations primarily on the home
cleaning services industry. In January 2000, the Company commenced operations of
a  new  division  of  operations  related  to  the  preparation, development and
marketing  of  cosmetics  and  beauty  products via an e-commerce Internet site.
These  operations  were  conducted through the Company's wholly owned subsidiary
Beautymerchant.com, Inc., a Florida corporation. In 2001, the Company has ceased
any  further  investment  into  Beautymerchant.com  Inc,  that  had  encountered
numerous  distribution and inventory problems, and after a developmental period,
it  was  deemed  not  prudent  to  make  any  further  investment.

DESCRIPTION  OF  BUSINESSCLEANING  EXPRESS  USA.CLEANING  EXPRESS USA.  Cleaning
-------------------------
Express  USA  is  a  wholly owned Florida subsidiary corporation.  The Company's
home  services  operations primarily involve home cleaning services. Through its
emphasis  on  budget  pricing,  the  Company  has developed a market in the home
cleaning  industry.  The  Company  currently  operates  a  central  office  and
dispatches  25-3-  workers in teams of two workers on a daily basis. The present
geographic  area  in  which the Company operates includes Broward and South Palm
Beach County areas of South Florida. Marketing for the home cleaning services is
accomplished  through print ads, television and radio commercials. Additionally,
the  Company  utilizes  a  referral  program  that rewards customers with future
discounts  for  referring  a  client.  The  home  cleaning  industry  is  highly
competitive  with  respect  to  price,  service, quality and location. There are
numerous,  well-established,  larger  competitors  in the home cleaning industry
possessing  substantially  greater  financial,  marketing,  personnel  and other
resources  than  the Company. There can be no assurance that the Company will be
able  to  respond  to  various  competitive  factors affecting the business. The
Company  plans  to gain a competitive advantage over its competitors in the home
cleaning  industry  by  offering quality service at a low price. The Company has
been successful in achieving this goal since 1996 and plans to further expand in
South  Florida  by continuing its current marketing strategy. The primary market
for  Cleaning  Express  USA  Inc.,  is individual households. No single customer
makes  up  more  than ten percent of the total revenues of Cleaning Express USA,
Inc.  The  Company  does  not  expect  that  this will change in the future. The
Company  has three full time employees and contracts with 30-40 workers that are
each  independently  contracted  with  the  Company  to service and provide home
cleaning services to existing and new customers. At this time there are no plans
for  expansion.
The  ability  to  become  profitable  depends  on the ability to generate higher
revenues  and  maintain  low  expense  levels.  The  Company's limited operating
history  makes  it  difficult  to  forecast  its  revenues.

HAIRMAX OF FLORIDA, INC. AND HAIRMAX OF NEVADA, INC.  Hairmax of Florida Inc., a
Florida  corporation,  and  Hairmax of Nevada, Inc., a Nevada corporation have a
limited  operating  history.  Having  just started its services operation in the
year  2001, the Company has a short operating history upon which to evaluate its
business and prospects. As a new company, Hairmax faces intense competitors, and
must  manage  growth  effectively. The Company  may  not  succeed  in addressing
all  challenges  and risks, including unpredictability of future revenues. To be
successful,  Hairmax  plans  to  implement  the  following:

1.     Retain existing customers.
2.     Attract new customers.
3.     Meet customer demands.
4.     Fulfill all customer needs.
5.     Maintain sufficient in-store traffic.
6.     Increase our media exposure.
7.     Monitor the competition. Competition  in  the  hair  services  industry
       will intensify. This increased competition  may  reduce  our  profit
       margins or  market  share.
8.     Ability to hire and retain qualified service personnel (hairstylists).

The  principal  suppliers  to  Hairmax  Corporation  are wholesale distributors,
who  do  not  sell  retail.

Hairmax  is  expecting to add 20 new employees for the first 12 months of retail
service  operations.  In  addition  to  five  managers,  since  the  Company's
inception,  it  has  incurred  losses  from  operations. The Company anticipates
losses  to  increase  relating  to  the  following  factors:

*     The development of the Hairmax brand, marketing and promotion.
*     Expanded offering of service.
*     Continued store development costs.
*     Additional personnel to manage customer service and in-house marketing.
*     Increases in general and administrative costs to support the Company's
      growing operations.

SITE  SELECTION  LOCATIONS: There are more than 40,000 strip shopping centers in
the  United States that provide the Company with vast growth opportunity for new
strip  center  salons.  In  evaluating specific locations for its  company-owned
stores,  the  Company  seeks conveniently located, highly visible strip shopping
centers, which allow customers adequate parking and quick and easy store access.
The Company believes neighborhood shopping centers anchored by the number one or
two  grocery  chains  in  the specific market, or a major mass merchant, provide
access  to  a stable customer flow The Company has retained the services of Neal
Realty and Development of Fort Lauderdale, Florida to search for shopping center
locations,  within  South  Florida  and  the  company  has  retained Luccesi and
Associates  of  Las Vegas, Nevada, to represent them for Hairmax site selection,
and  lease negotiation, in the metro Las Vegas area. On a National level Hairmax
is  represented  by  Armada  Realty  and  Investments of Farminham, Michigan for
representation  with  National  Retailers for store in store development, and is
presently  in  discussion  with  a  large  regional retailer, for development of
Hairmax

The company recently opened a second Hairmax location in Coral Springs, Florida.
Plans  are formulated for additional Hairmax stores in South Florida, as soon as
appropriate  locations  are  selected. Las Vegas, Nevada has been selected for a
second  development  market  for  Hairmax

The  hair  services  industry  is  highly  competitive  with  respect  to price,
service,  and  location. As a result, the potential for failure in this industry
is  significant. There are numerous, well-established, larger competitors in the
beauty  services  industry with considerable expertise, possessing substantially
greater  financial,  marketing,  personnel and other resources than the Company.
There  can  be  no assurance that the Company will be able to respond to various
competitive  factors  affecting  the  business.

INDUSTRY  OVERVIEW :  Estimates indicate that annual revenues of the hair care
industry are $45 billion in the United States. The industry is highly fragmented
with  the  vast  majority  of hair care salons independently owned. However, the
influence  of  chains,  both  franchise  and  company-owned,  has  increased
substantially,  although  still  accounting  for  a  small  percentage  of total
locations.  Management  believes  that  chains  will  continue to increase their
presence.  Management  also  believes  that  the  demand  for salon services and
products  will  increase  in  the next decade as the population ages and desires
additional  hair  care  services,  such  as  coloring


In  August  2002,  the company discontinued all Internet operations, to focus on
the  family hair salon concept. The corporate name was changed to HAIRMAX, and a
trademark  application  has  been filed with the US Patent and Trademark office,
registration  #76461424. In addition the Florida corporation name was changed to
Hairmax  of Florida Inc., which now operates all salon operations in Florida. In
September  2002,  the  company formed a Nevada subsidiary corporation to operate
the  new  Hairmax  operations  in  Nevada. This company was formed as Hairmax of
Nevada Inc., and has since entered into a lease for the flagship store, expected
to open in the Spring 2003. In the opinion of management, the new Hairmax stores
will  represent  significant  potential of increased revenues, as further stores
are  developed  and opened. Initial development is expected to begin 1st quarter
2003,  with  projected  completion  later  in  the year. Risks and uncertainties
include, but are not limited to, consumer spending habits, availability of funds
for  project  completion,  and  general  acceptance  of discounts family salons.

In  addition  the company began development of a private label line of hair care
products,  expected  to  retail  in new and existing Hairmax stores. The company
expects  the  first  products  to  be  delivered  during  first  quarter  2003.

Business  Strategy

The  Company's  objective  is  to  become  a  leading provider of hair services,
namely haircutting and hair coloring, the objective is to brand the name Hairmax
as  a leading provider of these services. Initial development is targeted to the
Las Vegas, Nevada area, and the South Florida market. Recent statistics identify
both  these  markets  as  population  growth  areas.

The  company  will  also  seek  to  develop  expansion  of Hairmax low cost hair
services  by developing a "store in a store salon", that will be built within in
a  high traffic retailer, that specializes in discount retailing. The company is
presently  seeking  opportunities  with  this  concept,  the company plans on an
aggressive  marketing  program, as the geographic operational  areas expand. The
hair  services  industry  is  vast  and  growing.  Many  salon services such  as
haircuts  and  hair  color  are  considered "recession  proof" in the opinion of
management.

The Company believes that the sale of beauty services, accessories and hair care
products  will  offer benefits to customers by providing convenient, competitive
pricing.  In  addition,  customers  entering  Hairmax  may  purchase  gift
certificates,  browse and purchase Hairmax hair care products and participate in
special  promotions.  The  Company  expects to promote brand loyalty and  repeat
purchases  by  providing  a  positive  experience  that encourages customers  to
return  frequently.

Products  and  Geographic  Expansion

The Company began retail brick and mortar operations in second quarter 2002, and
has shown significant increases in sales by concentrating on service operations.
Management  will  attempt  to  expand  to expand sales on a continual basis. The
Company  has  made  significant  gains  in curtailing losses by cost-cutting and
decreasing  expenses  in  the  year  2002


Customer  Service

The  Company  believes its ability to establish long-term relationships with its
customers  will  encourage  repeat  sales. The Company provides customer service
with  on-premise  personnel and qualified management available at all locations.
In  addition  the company markets its services 7 days a week, to provide maximum
revenue  potential

Additional  Risk  Factor

Hairmax  of  Florida Inc., a Florida corporation, and Hairmax of Nevada, Inc., a
Nevada  corporation  have  a limited operating history.  Having just started its
services  operation  in the year 2001, the Company has a short operating history
upon  which  to  evaluate  its business and prospects. As a new company, Hairmax
faces intense competitors, and must manage growth  effectively. The Company  may
not  succeed  in addressing all challenges and risks, including unpredictability
of  future  revenues.  To  be  successful,  Hairmax  plans  to  implement  the
following:

1.     Retain existing customers.
2.     Attract new customers.
3.     Meet customer demands.
4.     Fulfill all customer needs.
5.     Maintain sufficient in-store traffic.
6.     Increase our media exposure.
7.     Monitor the competition. Competition  in  the  hair  services  industry
       will intensify. This increased competition  may  reduce  our  profit
       margins or  market  share.
8.     Ability to hire and retain qualified service personnel (hairstylists).

The  principal  suppliers  to  Hairmax  Corporation  are wholesale distributors,
who  do  not  sell  retail.

Hairmax  is  expecting to add 20 new employees for the first 12 months of retail
service  operations.  In  addition  to  five  managers,  since  the  Company's
inception,  it  has  incurred  losses  from  operations. The Company anticipates
losses  to  increase  relating  to  the  following  factors:

*     The development of the Hairmax brand, marketing and promotion.
*     Expanded offering of service.
*     Continued store development costs.
*     Additional personnel to manage customer service and in-house marketing.
*     Increases in general and administrative costs to support the Company's
      growing operations.

Stock  Based  Compensation

A  few  key officers and management have elected to be compensated with stock by
S-8  registration.  This  has  provided  substantial  cash  savings.

Additional  Financing

The Company may need to raise additional funds to meet operating requirements in
the  future.  If  the Company raises additional funds through issuance of equity
related  or  debt  securities,  such securities may have rights to the Company's
common  stock,  such  as  warrants  or  options.  Shareholders  may  experience
additional  dilution  from  exercise  of  these  equity instruments. The Company
cannot  be  certain that additional financing will be available when required or
at  all.  (See  'Liquidity  and  Capital  Resources'  for  further  discussion.

Controls  and  Procedures

(a)  On  December  31,  2002,  our  Chief  Executive Officer and Chief Financial
Officer  made  an  evaluation  of our disclosure controls and procedures. In our
opinion, the disclosure controls and procedures are adequate because the systems
of  controls  and  procedures are designed to assure, among other items, that 1)
recorded  transactions  are  valid;  2)  valid transactions are recorded; and 3)
transactions  are  recorded  in  the proper period in a timely manner to produce
financial  statements  which  present fairly the financial condition, results of
operations  and cash flows for the respective periods being presented. Moreover,
the  evaluation  did  not  reveal  any  significant  deficiencies  or  material
weaknesses  in  our  disclosure  controls  and  procedures.

(b)  There have been no significant changes in our internal controls or in other
factors  that  could  significantly  affect  these  controls  since  the  last
evaluation.


ITEM  2.  PROPERTIES

The  Company  leases  its  executive  offices  with  1,650  square  feet  for
administration  at 4810 West Commercial Boulevard, Lauderhill, Florida 33319 for
$1,306  per  month. The Company leases its beauty salon facility of 1,100 square
feet at the Del Mar Shopping Village, located at Powerline Road at Palmetto Park
Road,  Boca  Raton, Florida, for $3,173 per month. The Company leases its beauty
salon facility of 900 square feet at the Coral Palm Plaza, located on University
Drive,  Coral  Springs,  Florida, for $2,226 per month. Also, the Company leases
its  newest  beauty  salon  facility of 1,600 square feet at the Sahara Pavilion
South,  located  at  Decatur Boulevard and Sahara Avenue, Las Vegas, Nevada, for
$2,272  per  month. Management considers these facilities to be adequate for its
requirements  for  the  immediate  future.  These noncancelable leases expire at
varying  dates  through  December  31,  2007.

ITEM  3.  LEGAL  PROCEEDINGS

The  Company  is  not  a party to any legal proceedings, nor, to the best of its
knowledge,  are  any  such  proceedings  threatened  or  contemplated.

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

The  Company  filed a Certificate of Amendment to Articles of Incorporation with
the  State  of  Nevada  to  increase  the  number of authorized common shares to
600,000,000,  with  a  continued par value of $.001. A majority of the Company's
shareholders  voted  to  approved  this  transaction  in  the  fourth  quarter.

Subject  to a majority vote of the Company's shareholders in the fourth quarter,
the Company reduced the number of shares of the Series "A" convertible preferred
from  50,000,000  to  40,000,000  and  authorized  the  creation  of a new 1,000
authorized  shares  of  Series  "B"  2%  convertible  preferred  shares.

In  the  fourth  quarter,  the majority of the shareholders voted to approve the
Company's acquisition of the assets of an unrelated Colorado corporation through
an  agreement  and  plan  for  merger.

In  the  fourth  quarter,  the majority of the shareholders voted to approve the
Company's  operating  leases  in  Coral  Springs, Florida and Las Vegas, Nevada.

                                     PART II
                                     -------

ITEM  5.  MARKET  FOR  THE REGISTRANT'S COMMON STOCK AND RELATED SECURITY HOLDER
MATTERS

(a)     The  principal  market  in which the Company's common stock is traded is
the  Over-the-Counter  Bulletin Board. The table below presents the high and low
bid  price for the Company's common stock each quarter during the past two years
and  reflects  inter-dealer  prices,  without  retail  markup,  markdown,  or
commission,  and may not represent actual transactions. The Company obtained the
following  information  from  brokers  who  make  a  market  in  the  Company's
securities.

                      Bid
                      ---
Quarter Ended     Low     High
-------------     ---     ----
03/31/01           $ .08     $  .44
06/30/01             .05        .16
09/30/01             .04       8.00
12/31/01             .36       1.36
03/31/02             .26        .60
06/30/02             .13        .27
09/30/02             .09        .16
12/31/02             .03        .14

(b) Holders. The approximate number of holders of record of the Registrant's
Common Stock as of March 31, 2003 was 50.

(c) The Registrant has not paid dividends from inception to date and does not
currently intend to do so.



ITEM 6.     MANAGEMENT'S DISCUSSION AND ANALYSIS

Introduction

National  Beauty Corp. (a Nevada corporation) legally changed its corporate name
in  2001  and  was formerly known as ATR Industries, Inc. On September 12, 2002,
one  of  the  Company's  subsidiaries  legally  changed  its  name to Hairmax of
Florida,  Inc.  from  Beautyworks  USA  of  Florida,  Inc.

The  financial  statements below include its wholly owned subsidiaries, Cleaning
Express  USA,  Hairmax  of Florida, Inc. (FKA Beauty Works USA, Inc.) and Beauty
Merchant,  Inc. Beauty Merchant operations were ceased in 2001. The company is a
full  service  cleaning  company  offering  daily residential cleaning services,
carpet  cleaning  and other related services in the South Florida area under the
name  of Cleaning Express USA. The Company also offers beauty salon services and
products though its two retail beauty salons in the South Florida area under its
Hairmax  of  Florida,  Inc.  subsidiary.

Selected financial data
                                 Year Ended December 31
                                 ----------------------
                                 2002            2001
                                 ----            ----
Net Sales                         $542,210     $ 431,810

Net Loss                          (887,790)     (257,044)
Net Loss per
Common Share                          (.06)         (.57)
Weighted Average
Common Shares Outstanding       14,177,091       448,016

As of  December 31,
-------------------
                                  2002              2001
                                  ----              ----
Total Assets                       $145,025     $ 136,743
Working Capital                      98,405        89,140
Shareholders' Equity                144,093       120,536

No dividends have been declared or paid for any of the periods presented.

Results  of  Operations
-----------------------
Year Ended December 31, 2002 Compared to Year Ended December 31, 2001

Sales

Sales  for  the year ended December 31, 2002 increased to $542,210 from $431,810
for  the  year  ended  December  31,  2001,  an increase of 26%. The increase in
revenues  was primarily attributable to an increase in the revenues from Hairmax
of  Florida,  Inc.,  the  Boca Raton beauty salon subsidiary, somewhat offset by
revenues  earned  by  the  Cleaning  Express  USA  subsidiary.
Net sales from the home cleaning segment have accounted for approximately 59% of
total  net  sales in 2002 and 65% of the net sales in 2001. The Company plans to
accelerate  growth  of  beauty salon sales in 2003 by increasing expenditures on
marketing  and  growing  public  awareness  of  services.

Income  /  Losses

Net  losses  for  the  year  ended  December 31, 2002 increased to $887,790 from
$257,044  for  the  year  ended  December  31,  2001,  an  increase of 245%. The
substantial  increase  in  loss  was  attributable  primarily  to an increase in
non-cash  expenses  relating  to  common  stock  and warrants issued for payroll
expenses  and  consulting  services,  which were $383,590 and $327,758 for 2002,
respectively,  compared  to  $235,044  in  payroll  expenses  for  2001.

The Company expects to continue to incur losses at least through fiscal 2003 and
may  not  be  able  to  achieve or maintain profitability or sustain its revenue
growth  in  the  future.

Expenses

Selling,  general  and  administrative  expenses for the year ended December 31,
2002,  increased  to  $1,179,790  from  $336,240 for the year ended December 31,
2001,  an  increase of 250%. The increase in selling, general and administrative
expenses  was  the  result  of  significant  increases  in  payroll expenses and
consulting  fees  that  were  $383,590  and  $327,758, respectively, compared to
$235,044  in  payroll  expenses  for  2001.

Depreciation and amortization expenses for the years ended December 31, 2002 and
December 31, 2001 were $10,275 and $3,017, respectively. The increase was due to
an  increase in the depreciable bases of fixed assts and acquisitions of $23,341
in  fixed  assets  during  2002  compared  to only $4,395 in 2001. The purchases
consisted  of  salon  equipment and fixtures for the new store in Coral Springs,
Florida.

The  company  reduced  rent  expense  in 2001 by closing one of the two cleaning
offices  in  2001  and  consolidating  operations  in  the other Fort Lauderdale
office.  This  reduces  overhead  expenses  by a projected 10%. In addition, the
company  has  taken  steps  to  change daily operations of Cleaning Express USA,
projecting  a savings of 5% over 2003. Specifically, the Company is anticipating
a  lower  labor  cost associated with its cleaning services and nominal web site
maintenance  leading  into  2003.

     The  Company  expects  increases  in  overall  expenses through 2003 as the
Company  moves  toward  increasing  development  and  marketing  of  its Hairmax
subsidiaries  and  related  acquisitions  of  beauty  salons.

Cost  of  Sales

The  cost of sales for the year ended December 31, 2002 was $256,210 compared to
$275,974 for the year ended December 31, 2001. The decrease in the cost of sales
was primarily attributable to more of an increase in beauty salon sales than the
increase  in  cleaning  sales during 2002, of which beauty salon sales have much
less  cost  of  sales  associated  with this type of revenue. Cost of sales as a
percentage  of  sales  for  December  31,  2002  and  2001  was  47%  and  63%,
respectively.  This  reflects the aforementioned change in sales mixture to more
of  an  increase  in  beauty  sales  than  an  increase  in  cleaning  sales

The  largest factor in the variation from year to year in the cost of sales as a
percentage  of  net  sales  was  the  cost  of  labor.

Impact  of  Inflation

The  Company  believes  that inflation has had a negligible effect on operations
over  the  past  two years. The Company believes that it can offset inflationary
increases  in  the  cost  of  labor  by increasing sales and improving operating
efficiencies.

Trends,  Events,  and  Uncertainties

Demand  for  the Company's home cleaning services and beauty salon services will
be  dependent on, among other things, market acceptance of the Company's concept
and  general  economic  conditions,  which are cyclical in nature. Inasmuch as a
major  portion  of  the Company's activities is the receipt of revenues from the
sales  of  its  products,  the  Company's  business  operations may be adversely
affected  by  the  Company's  competitors  and  prolonged  recessionary periods.
Liquidity and Capital Resources

Years  ended  December  31,  2002  and  December  31,  2001

Cash  flows  used  in  operations  were  a  negative  $86,510 for the year ended
December  31, 2002, and a negative $23,482 for the year ended December 31, 2001.
Negative  cash  flows from operating activities for the years ended December 31,
2002  and  2001  are primarily attributable to losses from operations, partially
offset  by the common stock issued for services in both years an unrealized loss
on  trading  securities  in  2001  and  warrants  issued  in  2002.

Cash  flows from investing activities were a negative $23,341 for the year ended
December  31,  2002  and  a  negative  $4,395  for  the same period in 2001. The
negative  cash  flows were solely attributable to new equipment purchases during
2002  and  2001.

Cash  flows  provided  by  financing activities were $197,687 for the year ended
December  31, 2002 and used in operations of $17,313 for the year ended December
31,  2001.  The  negative  cash  flows in 2001 pertained to repayments on a note
payable  and  capitalized lease obligation. The positive cash flows in 2002 were
primarily  due to the equity placement of common stock sold during 2002 less the
effects  of  repayments  on  a  capitalized  lease  obligation.

The  Company  has funded its cash needs from inception through December 31, 2002
with  a  series  of  debt and equity transactions, including private placements.

The  Company  had  an  agreement  with Standart Capital, S.A., Inc. of West Palm
Beach,  Florida,  an  investment-banking  firm, to assist in a private placement
stock  offering  for  the  Company.  Under  the terms of the agreement, Standart
Capital, S.A. was to use its best efforts to locate funding for the Company. The
agreement expired in October 2002 no funds have been raised for the Company from
this  source.

On  October  24,  2002, the Company acquired the assets of an unrelated Colorado
corporation  through  an  agreement and plan for merger. The assets consisted of
$200,000  cash  and  a  $550,000  promissory  note  receivable  due on or before
February  20,  2003. All liabilities of the acquired corporation were discharged
prior  to  the merger. As consideration for the merger, the Company issued 1,000
common  shares  and  750  shares  of  its  newly created Series B 2% convertible
preferred  stock  to  the corporation's sole shareholder subsequent to year-end.
There  were  no  operations  of  the  acquired  corporation prior to the merger.

The  Company  has  750,000 shares of preferred stock outstanding at December 31,
2002,  which  is  convertible  at  the  option of the shareholder into 7,500,000
shares of common stock. During 2002, 200,000 referred shares were converted into
2,000,000  common  shares  by  two  of  the  Company's  officers  and  majority
shareholders.  During  2001,  the  Company's  officers and majority shareholders
converted  50,000  preferred  shares  in  to  500,000  common  shares.

The  Company  has  suffered recurring losses and has yet to generate an internal
cash  flow.  The  Company  will substantially rely on the revenues from the home
cleaning  business  and  from  the  revenues of the beauty salons in Boca Raton,
Florida, Coral Springs, Florida and Las Vegas, Nevada. The Company projects that
current  and  projected  revenues  and  capital  reserves will sustain it for 12
months  along  with  the  cash it raised on the equity placement in 2002. If the
projected  revenues  of  these sources fall short of needed capital because of a
decrease  in  demand  for  the  company's services as well as other factors, the
Company  may  not  be  able  to  sustain  its capital needs for more than twelve
months.  The  Company will then need to obtain additional capital through equity
or  debt  financing  to  sustain  operations  for  an additional year. A lack of
significant  revenues  beginning in the first quarter of 2004 will significantly
affect  the  cash position of the Company and move the Company toward a position
where  the  raising of additional funds through equity or debt financing will be
necessary.

On  a  long-term  basis, liquidity is dependent on continuation and expansion of
operations,  receipt  of  revenues,  additional  infusions  of  capital and debt
financing.  The  Company  is  considering  launching  a wide scale marketing and
advertising  campaign.  The  current  Company's  capital  and  revenues  are not
sufficient  to  fund  such  a  campaign. If the Company chooses to launch such a
campaign  it  well require substantially more capital. If necessary, the Company
plans  to raise this capital through an additional follow-on stock offering. The
funds  raised  from  this  offering  will  be  used  to  develop and execute the
marketing  and  advertising  strategy  that  may  include the use of television,
radio,  print  and  Internet  advertising.  Funds  would also be used to acquire
beauty  salons. However, the Company may not be able to obtain additional equity
or  debt  financing  in the future, if at all. If the Company is unable to raise
additional  capital,  the  growth  potential  will  be  adversely  affected.
Additionally,  the  Company  will  have  to  significantly  modify  its  plans.

Financing activities for the years ended December 31, 2002 and 2001 consisted of
principal repayments under the company's capitalized lease obligation its office
equipment.  Principal  repayments under the capitalized lease obligation for the
years  ended  December  31,  2002 and 2001 were $2,313 and $2,313, respectively.
Principal  repayments  of  the  note  payable balance were made in the amount of
$15,000  in  2001.

ITEM  7.  FINANCIAL  STATEMENTS

NEED  TO  INSERT  WORD  AND  EXCEL  DOCS  RE:  2002  AFS

                          INDEPENDENT AUDITORS' REPORT
                          ----------------------------

To the Board of Directors and Stockholders:
NATIONAL BEAUTY CORP. and subsidiaries
4818 West Commercial Boulevard
Fort Lauderdale, Florida  33319

We  have  audited the accompanying consolidated balance sheet of National Beauty
Corp.,  a  Nevada  corporation) and its wholly owned subsidiaries as of December
31,  2002  and  the related consolidated statements of operations, stockholders'
equity,  and  cash  flows  for the years ended December 31, 2002 and 2001. 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  audits.

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

In  our opinion, the consolidated financial statements referred to above present
fairly,  in  all  material  respects,  the  consolidated  financial  position of
National  Beauty  Corp. (a Nevada corporation) and its wholly-owned subsidiaries
as  of December 31, 2002, and the consolidated results of its operations and its
cash  flows  for  the  years ended December 31, 2002 and 2001 in conformity with
accounting  principles  generally  accepted  in  the  United  States of America.


/s/ Perrella & Associates, PA
____________________
Perrella & Associates, PA
Pompano Beach, Florida
March 14, 2003


<TABLE>
<CAPTION>


                   NATIONAL BEAUTY CORPORATION & SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
                             AS OF DECEMBER 31, 2002



ASSETS
-------------------------
<S>                        <C>
CURRENT ASSETS:
-------------------------
Cash and cash equivalents  $ 98,837
Inventory . . . . . . . .       500
                           ---------
TOTAL CURRENT ASSETS. . .    99,337
                           ---------

FIXED ASSETS
-------------------------
Furniture and fixtures. .    38,274
Leasehold improvements. .     9,500
Equipment and machinery .    35,668
Accumulated depreciation.   (46,636)
                           ---------
NET FIXED ASSETS. . . . .    36,806
                           ---------

OTHER ASSETS:
-------------------------
Deposits. . . . . . . . .     8,882
                           ---------
TOTAL OTHER ASSETS. . . .     8,882
                           ---------
TOTAL ASSETS. . . . . . .  $145,025
                           =========
</TABLE>
















<TABLE>
<CAPTION>


                        NATIONAL BEAUTY CORPORATION & SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEET (CONTINUED)
                                  AS OF DECEMBER 31, 2002



LIABILITIES AND STOCKHOLDERS' EQUITY                                        Dec. 31, 2002
-------------------------------------------------------------------------
<S>                                                                        <C>
CURRENT LIABILITIES
-------------------------------------------------------------------------
Accounts payable and accrued expenses . . . . . . . . . . . . . . . . . .  $          932
                                                                           ---------------
TOTAL CURRENT LIABILITIES . . . . . . . . . . . . . . . . . . . . . . . .             932
                                                                           ---------------
STOCKHOLDERS' EQUITY
-------------------------------------------------------------------------
Common stock ($.001 par value, 600,000,000 shares authorized; 35,301,062
shares issued and outstanding at December 31, 2002) . . . . . . . . . . .          35,301
Series A convertible preferred stock ($.001 par value; 40,000,000 shares
authorized, 750,000 shares issued and outstanding at December 31, 2002) .             750
Series B 2% convertible preferred stock ($.001 par value; 1,000 shares
authorized, -0- shares issued and outstanding at December 31, 2002) . . .               -
Additional paid in capital. . . . . . . . . . . . . . . . . . . . . . . .       2,830,163
Retained deficit. . . . . . . . . . . . . . . . . . . . . . . . . . . . .      (2,172,121)
                                                                                  694,093
                                                                           ---------------
        Less:  Subscription note receivable . . . . . . . . . . . . . . .        (550,000)
                                                                           ---------------
TOTAL STOCKHOLDERS' EQUITY. . . . . . . . . . . . . . . . . . . . . . . .         144,093
                                                                           ---------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY. . . . . . . . . . . . . . . .  $      145,025
                                                                           ===============
</TABLE>














<TABLE>
<CAPTION>


                   NATIONAL BEAUTY CORPORATION & SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                 FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001

<S>                                                 <C>           <C>
                                                 For the Year Ended Dec. 31,
                                                           2002        2001
REVENUES:
--------------------------------------------------
Sales. . . . . . . . . . . . . . . . . . . . . . .  $   542,210   $ 431,810
Cost of sales. . . . . . . . . . . . . . . . . . .     (256,210)   (275,974)
                                                    ------------  ----------
Gross Profit . . . . . . . . . . . . . . . . . . .      286,000     155,836
                                                    ------------  ----------

EXPENSES:
--------------------------------------------------
Selling, general and administrative. . . . . . . .    1,171,790     336,240
                                                    ------------  ----------
Total Expenses . . . . . . . . . . . . . . . . . .    1,171,790     336,240
                                                    ------------  ----------
Loss from Operations . . . . . . . . . . . . . . .  $  (885,790)  $(180,404)
                                                    ------------  ----------
OTHER (EXPENSE):
--------------------------------------------------
Unrealized loss on trading securities. . . . . . .       (1,500)    (66,257)
Interest expense . . . . . . . . . . . . . . . . .         (500)     (1,227)
                                                    ------------  ----------
Total Other Expenses . . . . . . . . . . . . . . .       (2,000)    (67,484)
                                                    ------------  ----------

Net loss from discontinued operations. . . . . . .            -      (9,156)

NET LOSS . . . . . . . . . . . . . . . . . . . . .  $  (887,790)  $(257,044)
                                                    ============  ==========
Basic and fully diluted net loss per common share:
Continuing operations. . . . . . . . . . . . . . .  $     (0.06)  $   (0.55)
                                                    ============  ==========
Discontinued operations. . . . . . . . . . . . . .  $         -   $   (0.02)
                                                    ============  ==========
  Weighted average common shares outstanding . . .   14,177,091     448,016
                                                    ============  ==========

</TABLE>







<TABLE>
<CAPTION>


                                           NATIONAL BEAUTY CORPORATION & SUBSIDIARIES
                                         CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
                                         FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001



<S>                                                            <C>                 <C>                   <C>         <C>
                                                                                                        Convertible Series
                                                                        Common Stock                    "A" Preferred Stock
                                                               Shares              Amount                Shares      Amount
                                                               ------------------  -------------------- ----------------------

Balances, January 1, 2001 . . . . . . . . . . . . . . . . . .              58,425  $                 58  1,000,000   $   1,000

Common stock issued for services. . . . . . . . . . . . . . .             907,937                   908        -0-         -0-

Conversion of preferred shares into common shares by officers             500,000                   500    (50,000)        (50)

Net loss for the year . . . . . . . . . . . . . . . . . . . .                 -0-                   -0-        -0-         -0-
                                                               ------------------  --------------------  ----------  ----------
Balances, December 31, 2001 . . . . . . . . . . . . . . . . .           1,466,362  $              1,466    950,000   $     950
                                                               ------------------  --------------------  ----------  ----------

Common stock issued for services. . . . . . . . . . . . . . .           1,834,700                 1,835        -0-         -0-

Equity placement to investors . . . . . . . . . . . . . . . .                 -0-                   -0-        -0-         -0-

Common shares in escrow for equity placement. . . . . . . . .          30,000,000                30,000        -0-         -0-

Warrants issued . . . . . . . . . . . . . . . . . . . . . . .                 -0-                   -0-        -0-         -0-

Conversion of preferred shares into
common shares by officers . . . . . . . . . . . . . . . . . .           2,000,000                 2,000   (200,000)       (200)

Net loss for the year . . . . . . . . . . . . . . . . . . . .                 -0-                   -0-        -0-         -0-
                                                               ------------------  --------------------  ----------  ----------
Balances, December 31, 2002 . . . . . . . . . . . . . . . . .          35,301,062  $             35,301    750,000   $     750
                                                               ------------------  --------------------  ----------  ----------



<S>                                                            <C>         <C>
                                                               Additional
                                                               Paid-in     Retained
                                                               Capital     Deficit
                                                              -----------  ------------

Balances, January 1, 2001 . . . . . . . . . . . . . . . . . .  $1,168,314  $(1,027,286)

Common stock issued for services. . . . . . . . . . . . . . .     234,136          -0-

Conversion of preferred shares into common shares by officers         -0-          -0-

Net loss for the year . . . . . . . . . . . . . . . . . . . .         -0-     (257,045)
                                                               ----------  ------------
Balances, December 31, 2001 . . . . . . . . . . . . . . . . .   1,402,450  $(1,284,331)
                                                               ----------  ------------

Common stock issued for services. . . . . . . . . . . . . . .     349,955          -0-

Equity placement to investors . . . . . . . . . . . . . . . .     200,000          -0-

Common shares in escrow for equity placement. . . . . . . . .         -0-          -0-

Warrants issued . . . . . . . . . . . . . . . . . . . . . . .     327,758          -0-

Conversion of preferred shares into
common shares by officers . . . . . . . . . . . . . . . . . .         -0-          -0-

Net loss for the year . . . . . . . . . . . . . . . . . . . .         -0-     (887,790)
                                                               ----------  ------------
Balances, December 31, 2002 . . . . . . . . . . . . . . . . .  $2,280,163  $(2,172,121)
                                                               ----------  ------------

</TABLE>


<TABLE>
<CAPTION>


                                 NATIONAL BEAUTY CORPORATION & SUBSIDIARIES
                                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                               FOR THE YEARS ENDED DECEMBER 31, 2002 AND 2001



<S>                                                                                   <C>         <C>
                                                                                           2002        2001
                                                                                      ----------  ----------
CASH FLOWS FROM OPERATING ACTIVITIES:
------------------------------------------------------------------------------------
Net loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $(887,790)  $(257,044)
Adjustments to reconcile net loss to net cash (used in) operating activities:
Depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     10,275       3,017
Common stock issued for services . . . . . . . . . . . . . . . . . . . . . . . . . .    383,590     235,044
Warrants issued. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    327,758         -0-
Unrealized loss on trading securities. . . . . . . . . . . . . . . . . . . . . . . .      1,743      66,257
(Increase) decrease in operating assets:
Accounts receivable. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        903         781
Inventory. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      1,200       1,863
Shareholder loan receivable. . . . . . . . . . . . . . . . . . . . . . . . . . . . .        -0-       7,892
Prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     90,000     (90,000)
Deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     (2,226)     (2,956)
Increase (decrease) in operating liabilities
    Outstanding checks in excess of bank balance . . . . . . . . . . . . . . . . . .    (11,664)     11,664
Accounts payable and accreud expenses. . . . . . . . . . . . . . . . . . . . . . . .       (299)        -0-
                                                                                      ----------  ----------
NET CASH (USED IN) OPERATING ACTIVITIES. . . . . . . . . . . . . . . . . . . . . . .    (86,510)    (23,482)
                                                                                      ----------  ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
------------------------------------------------------------------------------------
Expenditures for fixed assets. . . . . . . . . . . . . . . . . . . . . . . . . . . .    (23,341)     (4,395)
                                                                                      ----------  ----------
NET CASH USED IN INVESTING ACTIVITIES. . . . . . . . . . . . . . . . . . . . . . . .    (23,341)     (4,395)
                                                                                      ----------  ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
------------------------------------------------------------------------------------
Proceeds from shareholder loan payable . . . . . . . . . . . . . . . . . . . . . . .     25,000         -0-
Repayment of shareholder loan payable. . . . . . . . . . . . . . . . . . . . . . . .    (25,000)        -0-
Proceeds from equity placement . . . . . . . . . . . . . . . . . . . . . . . . . . .    200,000         -0-
Principal repayments of note payable . . . . . . . . . . . . . . . . . . . . . . . .        -0-     (15,000)
Principal repayments under capitalized lease . . . . . . . . . . . . . . . . . . . .     (2,313)     (2,313)
                                                                                      ----------  ----------
NET CASH PROVIDED BY (USED) IN FINANCING ACTIVITIES. . . . . . . . . . . . . . . . .    197,687     (17,313)
                                                                                      ----------  ----------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS . . . . . . . . . . . . . . . .     87,836     (45,190)
                                                                                      ----------  ----------
CASH AND CASH EQUIVALENTS,
BEGINNING OF THE YEAR. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     11,001      56,191
                                                                                      ----------  ----------
END OF THE PERIOD. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $  98,837   $  11,001
                                                                                      ==========  ==========
SUPPLEMENTARY CASH FLOW INFORMATION OF NON-CASH FINANCING:
------------------------------------------------------------------------------------
Common stock issued to officers for services, charged to prepaid expense . . . . . .  $       -   $  28,500
                                                                                      ==========  ==========
Common stock issued to others for services, charged to prepaid expense . . . . . . .  $       -   $  61,500
                                                                                      ==========  ==========
Common stock issued to officers for other services . . . . . . . . . . . . . . . . .  $ 231,890   $  25,044
                                                                                      ==========  ==========
Common stock issued to others for other services . . . . . . . . . . . . . . . . . .  $ 151,700   $ 120,000
                                                                                      ==========  ==========
Assumption of note payable in connection with assets acquisition . . . . . .. . . . . $       -   $  15,000
                                                                                      ==========  ==========
200,000 preferred shares converted in to 2,000,000 common shares by officers  . . . . $       -   $       -
                                                                                      ==========  ==========
Warrants issued. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 327,758   $       -
                                                                                      ==========  ==========
</TABLE>



The accompanying notes are an integral part of these consolidated financial
statements.




                      NATIONAL BEAUTY CORP. & SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 For the Years Ended December 31, 2002 and 2001
                 ==============================================

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
---------------------------------------------------

Business Activity - National Beauty Corp. (formerly known as Beautymerchant.com,
-----------------
Inc.)  (a Nevada corporation) legally changed its corporate name in 2001 and was
also  formerly  known  as  ATR Industries, Inc., a Nevada corporation, which was
incorporated  in  1987. On September 12, 2002, one of the Company's subsidiaries
legally  changed  its  name  to Hairmax of Florida, Inc. from Beautyworks USA of
Florida,  Inc.

These  financial  statements  include  its  wholly  owned subsidiaries, Cleaning
Express  USA,  Hairmax  of Florida, Inc. (FKA Beauty Works USA, Inc.) and Beauty
Merchant,  Inc. Beauty Merchant operations were ceased in 2001. The company is a
full  service  cleaning  company  offering  daily residential cleaning services,
carpet  cleaning  and other related services in the South Florida area under the
name  of Cleaning Express USA. The Company also offers beauty salon services and
products though its two retail beauty salons in the South Florida area under its
Hairmax  of  Florida,  Inc.  subsidiary.

Accounts  Receivable  -  Accounts  receivable are charged to bad debt expense as
--------------------
they  are deemed uncollectible based upon a periodic review of the accounts. The
Company  performs  ongoing  credit  reviews  of  its  customer  accounts.

Property  and  Equipment  -  Property  and  Equipment  are  recorded  at  cost.
------------------------
Maintenance  and repair costs are expensed as incurred. Depreciation is provided
using  the  straight-line  method  and  other  methods  that  approximate  the
straight-line  method.  It  is calculated over recovery periods as prescribed by
management  that  range  from  5  years  for equipment to 7 years for furniture.
Leasehold  improvements  are  amortized  over  the terms of the office and salon
operating  leases.

When  an asset is disposed of, its cost and related accumulated depreciation are
removed  from  the  accounts.  The  difference  between  undepreciated  cost and
proceeds  from  disposition  is  recorded  as  gain  or  loss.

The  Company  makes ongoing evaluations of the values of its assets to determine
whether  an  impairment  write-down should be recognized in accordance with SFAS
No.  144.  To  date,  no  such  impairment write-down has been deemed necessary.

Marketable  Securities  - Marketable securities include the Company's investment
----------------------
in  equity  securities  recorded at fair market value. The marketable securities
were  classified  as trading securities with holding gains and losses recognized
in  current  period  operations.


                       NATIONAL BEAUTY CORP. & SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 For the Years Ended December 31, 2002 and 2001
                 ==============================================

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT.)
-----------------------------------------------------------

Cash  and  Cash  Equivalents  - For purposes of the Statement of Cash Flows, the
----------------------------
Company  considers  highly liquid investments with an original maturity of three
months  or  less  to  be  cash  equivalents.

Revenue  Recognition-  Revenue  for  the  residential  cleaning  operations  is
--------------------
recognized  when  cleaning  services  are  performed.

Revenues  for  beauty  salon  services  are  recognized  when  the  services are
rendered.  Revenues  for  beauty  products  are recognized when the products are
shipped  provided  collection  of  the  resulting receivable is probable and the
earnings process is complete. If any material contingencies are present, revenue
recognition is delayed until all material contingencies are eliminated. Material
contingencies  are  circumstances in which there are any potential uncertainties
as  to the completion of the revenue process being complete. Further, no revenue
is  recognized  unless  collection  of the applicable consideration is probable.
Probable  collection is determined at the time collection occurs or is more than
reasonably  possible  it  will  be  collected.

Income  Taxes  -  Income  taxes are provided for the tax effects of transactions
-------------
reported  in  the  financial  statements  and  consist of deferred taxes related
primarily to differences between the basis of certain assets and liabilities for
financial  and  tax  reporting.  Deferred  taxes 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.

The  income  tax  benefit  consists  of  taxes  currently  refundable due to net
operating  loss carryback provisions for federal and state governments. Deferred
tax  assets  are  reduced  by  a  valuation  allowance  when,  in the opinion of
management,  it is more likely than not that some portion or the entire deferred
tax asset will not be realized. Deferred tax assets and liabilities are adjusted
for  the  effect  of  changes  in  tax  laws and rates on the date of enactment.

Use  of  Estimates  - The preparation of financial statements in conformity with
------------------
accounting  principles  generally  accepted  in  the  United  States  requires
management to make estimates and assumptions that affect the reported amounts of
assets  and  liabilities and disclosures of contingent assets and liabilities at
the  date  of  financial  statements  and  the  reported amounts of revenues and
expenses  during  the  reporting  period. Actual results could differ from those
estimates.




                      NATIONAL BEAUTY CORP. & SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 For the Years Ended December 31, 2002 and 2001
                 ==============================================

NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONT.)
-----------------------------------------------------------

Advertising - The Company charges the costs of advertising to expense when
-----------
incurred.

Earnings  Per  Share-  The Company reports earnings per share in accordance with
--------------------
Statement  of  Financial  Accounting  Standard  (SFAS)  No.128.  This  statement
requires  dual  presentation  of  basic  and  diluted  earnings  (loss)  with  a
reconciliation  of  the  numerator  and  denominator  of  the  loss  per  share
computations. Basic earnings per share amounts are based on the weighted average
shares  of  common  outstanding. If applicable, diluted earnings per share would
assume  the  conversion,  exercise  or  issuance  of  all potential common stock
instruments  such  as  options,  warrants and convertible securities, unless the
effect  is  to  reduce  a loss or increase earnings per share. Accordingly, this
presentation  has  been  adopted  for  the  period  presented.  There  were  no
adjustments  required to net loss for the period presented in the computation of
diluted  earnings  per  share.

NOTE B - ACQUISITIONS
---------------------

During  2001,  the  Company acquired the fixed assets of a beauty salon in South
Florida.  The  Company  financed the acquisition with a short-term note with the
unrelated  seller  in  the amount of $15,000 at 8% interest per annum. This note
was paid in full with interest thereto during 2001. The Company also assumed the
lease  from  the seller. See footnote F below for the minimum lease commitments.
Since the acquisition does not meet the conditions of a significant acquisition,
pro  forma  information  has  not  been  provided.

On  October  24,  2002, the Company acquired the assets of an unrelated Colorado
corporation  through  an  agreement and plan for merger. The assets consisted of
$200,000  cash  and  a  $550,000  promissory  note  receivable  due on or before
February  20,  2003. All liabilities of the acquired corporation were discharged
prior  to  the merger. As consideration for the merger, the Company issued 1,000
common  shares  and  750  shares  of  its  newly created Series B 2% convertible
preferred  stock  to  the corporation's sole shareholder subsequent to year-end.
There  were no operations of the acquired corporation prior to the merger. Since
the  acquisition  does not meet the conditions of a significant acquisition, pro
forma  information  has  not  been  provided.

NOTE  C  -  DISCONTINUED  OPERATIONS
------------------------------------

In November 2001, the Board of Directors approved a plan for the disposal of its
e-commerce segment.  The results of beautymerchant.com have been reported as
discontinued operations for 2001.





                      NATIONAL BEAUTY CORP. & SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 For the Years Ended December 31, 2002 and 2001
                 ==============================================

NOTE  D  -  CONVERTIBLE  PREFERRED  STOCK
------------------------------------------------------

Series  "A"  Preferred  Stock
-----------------------------

During  2002,  subject  to  a  majority  vote of the Company's shareholders, the
Company  reduced  the  number  of shares of the Series "A" convertible preferred
from  50,000,000  to  40,000,000  shares.

The  Company  has  750,000  shares  of Series "A" preferred stock outstanding at
December  31,  2002,  which is convertible at the option of the shareholder into
7,500,000  shares  of  common  stock. During 2002, 200,000 preferred shares were
converted  into  2,000,000  common  shares  by two of the Company's officers and
majority  shareholders.  During  2001,  the  Company's  officers  and  majority
shareholders  converted  50,000  preferred  shares  in to 500,000 common shares.

Series  "B"  Preferred  Stock
-----------------------------

During  2002, subject to a majority vote the Company's shareholders, the Company
authorized  the  creation  of  a  new  1,000  authorized shares of Series "B" 2%
convertible  preferred  shares.  The  shares  of  Series  "B" preferred stock is
convertible  at  a redemption price of 115% of the stated value of each share of
Series "B" stock plus accrued and unpaid dividends. The shares of the Series "B"
stock  have  no  voting  power.

NOTE  E  -  COMMON  STOCK
-------------------------

During the year ended December 31, 2001, the Company enacted a 200 for 1 reverse
stock  split  on  its common stock. All common stock amounts in the accompanying
financial  statements  have  been  retroactively  restated  to  reflect  this
capitalization  change.

On December 27, 2001, the Company issued 95,000 and 205,000 common shares to its
officers and outside consultants, respectively. These common shares were paid in
advance for services to be received by the Company in 2002 and were reflected as
prepaid  expenses  in  the  December  31, 2001 balance sheet and expensed in the
accompanying 2002 statement of operations. The shares were priced at the date of
issuance  yielding  an  aggregate  market  value of $90,000. In addition, 34,000
options  were granted to an outside consultant as part of compensation for 2001.
The  options  are  exercisable at $.48 per share prior to December 31, 2005. The
options  did not yield a material expense using the Black-Scholes Option Pricing
Model.  See  footnote  I  below  for  stock  warrants  issued  during  2002.



                      NATIONAL BEAUTY CORP. & SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 For the Years Ended December 31, 2002 and 2001
                 ==============================================

NOTE  E  -  COMMON  STOCK  (CONT.)
----------------------------------

During  the  year  ended December, 31 2001, the Company issued 607,937 shares of
its  common stock for services rendered by officers and outside consultants. The
shares were valued at the date of issuance yielding an aggregate market value of
$145,044,  which  was  expensed  during  the  year.

During  the year ended December, 31 2002, the Company issued 1,835,000 shares of
its  common stock for services rendered by officers and outside consultants. The
shares were valued at the date of issuance yielding an aggregate market value of
$383,590,  which  was  expensed  during  the  year.

During  2002,  the  Company  filed  a  Certificate  of  Amendment to Articles of
Incorporation  with  the  State  of  Nevada to increase the number of authorized
common shares to 600,000,000, with a continued par value of $.001. A majority of
the  Company's  shareholders  voted  to  approved  this  transaction.

Pursuant  to  the  2002  acquisition  discussed in footnote B above, the Company
issued  30,000,000  common  shares  to  an  independent law firm acting as legal
escrow  agent for safekeeping. These common shares are considered as outstanding
for  purposes  of  the  weighted  average  share computation in the accompanying
statements  of  operations. These common shares are reserved for future exercise
of  warrants issued during 2002 as discussed in footnote H below and the future,
if  any,  redemption of the series B convertible preferred stock discussed above
herein.


NOTE F - INCOME TAXES
---------------------

The Company has approximately $902,000 of federal and state net operating losses
available   that  expire  in  various  years  through  the  year  2016.

Due  to  operating  losses,  there  is no provision for current federal or state
income  taxes  for  the  years  ended  December  31,  2002  and  2001.

Deferred  income  taxes  reflect  the  net  tax effects of temporary differences
between  the  carrying amounts of assets and liabilities for financial reporting
purposes  and  the  amount  used  for  federal  and  state  income tax purposes.

The  Company's deferred tax asset at December 31, 2002 consists of net operating
loss  carry  forwards  calculated  using  federal  and state effective tax rates
equating  to  approximately $352,000 less a valuation allowance in the amount of
approximately  $352,000,  respectively.  Because  of  the

                      NATIONAL BEAUTY CORP. & SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 For the Years Ended December 31, 2002 and 2001
                 ==============================================

NOTE F - INCOME TAXES (CONT.)
-----------------------------

Company's lack of earnings history, the deferred tax asset has been fully offset
by  a  valuation
allowance. The valuation allowance increased by approximately $76,000 and $8,000
for  the  years  ended  December  31,  2002  and  2001,  respectively.

The  Company's  total  deferred tax asset as of December 31, 2002 is as follows:

     Net operating loss carry forwards          $   352,000
     Valuation allowance                           (352,000)
                                               -------------

     Net deferred tax asset                     $       --
                                                 ===========

The reconciliation of income taxes computed at the federal statutory income tax
rate to total income taxes for the years ended December 31, 2002 and 2001 is as
follows:

                                                             2002          2001
                                                             ----          ----
     Income tax computed at the federal statutory rate        34%           34%
     State income taxes, net of federal tax benefit           5%             5%
                                                             ----          ----
     Valuation allowance                                    (39%)          (39%)
                                                             ----          ----
     Total deferred tax asset                                 0%             0%
                                                             =====         =====

NOTE G - COMMITMENTS
--------------------

The  Company  leases  its  executive  offices  in Fort Lauderdale, Florida and a
beauty  salons  in  Boca  Raton,  Florida, Coral Springs, Florida and Las Vegas,
Nevada  under  non-cancelable  operating  leases  that expire from varying dates
through  December  31,  2007.  Future minimum rental payments as of December 31,
2002  in the aggregate and for each of the five succeeding years are as follows:

Year                              Amount
----                              ------
2003                              $107,728
2004                               108,529
2005                                91,573
2006                                58,216
2007                                47,444
                                   -------
                                  $413,490
                                  ========

                      NATIONAL BEAUTY CORP. & SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 For the Years Ended December 31, 2002 and 2001
                 ==============================================

NOTE G - COMMITMENTS (CONT.)
----------------------------

Rent expense for 2002 and 2001 was $55,841 and $47,467, respectively.

In  1999,  the  Company  committed  itself  to  compensate  each of its Board of
Directors  in the amount of 1,000 shares of its common stock annually and 10,000
common  stock purchase options over a thirty six-month period. As of the date of
this  report,  no option agreement has been officially adopted, there is no fair
market value for the options and none of the equity instruments have been issued
with  the  exception  of  1,000  restricted  common shares issued to each of its
directors  in  2002  and  2001.

The  Company  is  committed  to two employment agreements through April 1, 2007.
Pursuant  to  the  agreements,  two  of  the  Company's  officers  and  majority
shareholders  shall  receive  total  combined  annual salaries of $325,000 and a
combined  300,000  preferred  shares  per  annum.

The  Company is committed to another employment agreement through April 5, 2005.
Pursuant  to the agreement, the Company's officer and minority shareholder shall
receive  annual  compensation  of  $50,000  with  6%  annual  increases.

NOTE  H  -  SEGMENT  INFORMATION
--------------------------------

Based on the criteria established by SFAS 131, "Disclosures about Segments of an
Enterprise  and  Related  Information,"  the  Company  operates in two principal
business  segments  -  (1)  residential  cleaning  service and (2) retail beauty
salons.  In  accordance  with  SFAS 131, the Company is required to describe its
reportable  segments  and  provide  data  that  is consistent with the data made
available  to the Company's management to assess performance and make decisions.
Information  from  the  internal  management reports may differ from the amounts
reported  under  generally  accepted  accounting  principles.  The assets of the
discontinued  subsidiary  are reflected as corporate assets. Summarized revenues
and  expense  information  by  segment  for 2002 and 2001, as excerpted from the
internal  management  reports,  is  as  follows:

                             2001                           2002
                             ----                           ----
Residential Cleaning:
---------------------
Residential cleaning sales          $281,124          $ 318,709
Cost of sales                       (182,731)          (247,106)
Corporate and other expenses        (220,436)          (644,760)
                                  ---------            ---------
     Segment loss                   (122,043)          (573,157)


                      NATIONAL BEAUTY CORP. & SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 For the Years Ended December 31, 2002 and 2001
                 ==============================================

NOTE  H  -  SEGMENT  INFORMATION  (CONT.)
-----------------------------------------

                             2001                           2002
                             ----                           ----

Total assets                          9,550                 6,752

Capital expenditures                     -0-                  -0-

Depreciation                             -0-                  -0-

Interest expense                        240                   -0-

Retail beauty salons:
---------------------
Retail beauty salon sales          $150,686              $223,501
Cost of sales                      ( 93,243)               (9,104)
Corporate and other expenses       (117,031)             (339,964)
                                  ----------             ---------
     Segment loss                   (59,588)             (125,567)

Total assets                         13,500                43,322

Capital expenditures                  1,538                23,341

Depreciation                          1,056                 8,141

Interest expense                       429                   -0-

Corporate:
----------
Corporate  revenues               $    N/A               $   N/A
Cost of sales                          -0-                    -0-
Unallocated and other expenses      (66,257)             (187,566)
                                    ----------           ---------
     Segment loss                   (66,257)             (187,566)

Total assets                        113,693                94,951

Capital expenditures                  2,857                    -0-

Depreciation                          1,961                 2,134

Interest expense                       558                     -0-


                      NATIONAL BEAUTY CORP. & SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 For the Years Ended December 31, 2002 and 2001
                 ==============================================

NOTE I - STOCK WARRANTS
-----------------------

During 2002, the Company issued stock warrants to the entity associated with the
2002  acquisition as discussed above in footnote D. The stock warrants allow the
entity  to  purchase  shares of the Company's stock at a price per share per the
warrant agreement of $.001. The warrants allow the entity to purchase one common
share  of  the  Company's  stock for each warrant. The warrants expire in August
2007  per  the  warrant  agreement.  The  Company did not grant any registration
rights  with respect to any shares of common stock issuable upon exercise of the
warrants.  During  the  year  ended  December  31, 2002, the Company recorded an
expense  of  approximately  $328,000,  equal  to the estimated fair value of the
options  at  the  date of grants. The fair market value was calculated using the
Black-Scholes options pricing model, assuming 5% risk-free interest, 0% dividend
yield,  60%  volatility,  and  an  expected  live  of  five  years.

NOTE J - NOTE RECEIVABLE
------------------------

The  Company  has  a  $550,000  note  receivable  from  the  shareholder  of the
corporation  it  acquired in 2002 as evidenced by a signed promissory note.  The
Note,  which  was  due  in  full  on February 20, 2003, was in default pending a
Modification  Agreement.  On  March  26,  2003,  based  on  the  terms  of  the
Modification  Agreement,  the  shareholder  agreed  to pay the Company in weekly
installments  of  $33,000 until the note has been satisfied. The note receivable
is  reflected as a reduction to stockholders' equity at December 31, 2002 in the
accompanying  balance  sheet.  The  note  bears  interest  at  2%  per  annum.

NOTE K - RELATED PARTY TRANSACTION
----------------------------------

During the year ended December 31, 2002, the Company borrowed $25,000 from its
majority shareholder to assist in funding for the merger disclosed in footnote
B.  The transaction was supported by a promissory note bearing interest of 15%
interest per annum.  The note and related interest were paid in October 2002 and
no liability exists for the Company at December 31, 2002.

NOTE L - SUBSEQUENT EVENT
-------------------------

On  February  1,  2003,  the Company entered into a consulting agreement with an
unrelated  corporation.  The term of the contract is five months and the Company
paid  the  consultant 200,000 restricted common shares for the month of February
2003  and  is committed to pay 75,000 restricted common shares per month for the
next  four  months.




                      NATIONAL BEAUTY CORP. & SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                 For the Years Ended December 31, 2002 and 2001
                 ==============================================

NOTE  M  -  RECENT  ACCOUNTING  PRONOUNCEMENTS
----------------------------------------------

In  July  2001,  the  Financial  Accounting  Standards Board issued Statement of
Financial  Accounting  Standards (SFAS) No.143, "Accounting for Asset Retirement
Obligations"  which
addresses  the  accounting  and  reporting  for  obligations associated with the
retirement  of  tangible  long-lived assets and the associated retirement costs.
SFAS No. 143 requires that the fair value of a liability for an asset retirement
obligation  be  recognized in the period in which it is incurred if a reasonable
estimate  of  fair value cannot be made. SFAS No. 143 is effective for financial
statements  issued  for  fiscal years beginning after June 15, 2002. The Company
does  not  expect  SFAS  No.  143  to  have  a  material effect on its financial
condition  or  cash  flows.

In  August 2001, the FASB issued SFAS No. 144, "Accounting for the Impairment or
Disposal  of  Long-Lived  Assets". SFAS No. 144 generally establishes a standard
framework  which  to  measure  impairment  of  long-lived assets and expands the
Accounting  Principles  Board ("APB") 30, "Reporting the Results of Operations -
Reporting the Effects of Disposal of a Segment of a Business, and Extraordinary,
Unusual  and  Infrequently  Occurring  Events  and  Transactions"  to  include a
component of the entity (rather than a segment of the business). SFAF No. 144 is
effective  for  financial  statements  issued  for  fiscal years beginning after
December  15,  2001. The Company does not expect SFAS No. 144 to have a material
effect  on  its  financial  condition  and  cash  flows.

In  June  2002,  the  FASB issued SFAS No. 146, "Accounting for Costs Associated
with  Exit  or  Disposal  Activities"  effective for exit or disposal activities
initiated  after  December 31, 2002. The standard addresses financial accounting
and  reporting  for  costs  associated  with  exit  or  disposal  activities and
nullifies Emerging Issues Task Force No. 94-3. SFAS No. 146 essentially requires
a  liability  to  be  recognized and measured initially at its fair value in the
period  in which the liability is incurred for a cost associated with an exit or
disposal  activity.  The  implementation  of  the  pronouncement  does  not have
material  effect  on  its  financial  condition  and  cash  flows.






ITEM 8. CHANGES WITH AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE

     None.

ITEM 9. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

(a)     Identification of Directors

The following information, as of March 31, 2003 is furnished with respect to
each Director and Executive Officer:

<TABLE>
<CAPTION>

<S>                     <C>      <C>      <C>
                        Date of
Name of Director . . .  Age      Service  Position with Company
----------------------  -------  -------  ------------------------------

Edward A. Roth . . . .       45     1997  Chairman, President & CEO
Alisha Roth. . . . . .       37     1997  Secretary, Treasurer, Director
Barbara Patigalia. . .       52     1997  Director
Michael J. Bongiovanni       40     2000  Chief Financial Officer
</TABLE>



All Directors serve for one-year terms, which expire at the annual shareholders
meeting in 2003.

All officers serve at the pleasure of the Board.

There are no arrangements or understandings pursuant to which any of them were
elected as officers.

Edward  A.  Roth  has been President and Director of the Company since 1997. Mr.
Roth previously served as Vice-President and Director of Operations for Cleaning
Express  USA  since its inception in November 1994. During this period, Mr. Roth
developed  and  implemented  all  operations and developments creating a company
that  started  with  less  than  50  customers,  and  today  services over 8,000
customers  in  South  Florida.  Mr. Roth was President of Advanced Appearance, a
chain  of Beauty Salons, in Alabama and Florida form 1978 to 1988. Prior to this
Mr.  Roth  served as a management consultant working independently for 20 years.
Mr.  Roth has attended Auburn University majoring in business and marketing, and
is  also a veteran of the United States Air Force.  Edward A. Roth is married to
Alisha  M.  Roth

Michael  J.  Bongiovanni  has  been Chief Financial Officer of the Company since
April  2000.  Mr.  Bongiovanni  is  responsible for SEC reporting compliance and
financial  analysis  of  new  operations  including  Beautyworks  USA,  Inc. Mr.
Bongiovanni  has  served  numerous  publicly  traded  companies  in  financial
consulting  and  business  management  since  1980. Mr. Bongiovanni received his
Masters  of  Accounting  degree  at  Florida  Atlantic  University.

Alisha  M.  Roth has served as Secretary and Director of the Company since 1997.
Mrs. Roth served previously as President of Cleaning Express USA, and during her
tenure she was in charge of staffing and customer relations.  Mrs. Roth has been
with  Cleaning  Express  USA  since  1994,  prior  to that she was a resident of
Trinidad,  West Indies. Mrs. Roth has owned and operated her own business in the
restaurant  and  pre-school  development  areas,  and  has 8 years of management
experience.  Alisha  M.  Roth  is  married  to  Edward  A.  Roth.

Barbara  Patigalia  is  a  language  pathologist  with the Head Start program in
Maryland,  and  serves  as  President  of the League of Women Voters in Potomac,
Maryland.  Ms.  Patigalia  had  no  business experience during the last 5 years,
except  other  than  through  her  role  as  a  director  of  the  Company.

There  have been no events under any bankruptcy act, no criminal proceedings and
no  judgments  or  injunctions  material  to  the  evaluation of the ability and
integrity  of  any  director  or  executive  officer  during  the  past 5 years.

Section 16(a) Beneficial Ownership Reporting Compliance

Based on information furnished to Registrant, no officer, director, or ten
percent shareholder failed to file on a timely basis reports on Forms 3, 4, or 5
during the most recent two fiscal years.

ITEM 10. EXECUTIVE COMPENSATION

         Summary Compensation Table

The following table sets forth in summary form the compensation received during
each of the Company's last three completed fiscal years by the Chief Executive
Officer and President of the Company. No executive officer of the Company,
including the Chief Executive Officer and President, received total salary and
bonus exceeding $100,000 during any of the last three fiscal years.
<TABLE>
<CAPTION>


Summary Compensation Table


<S>            <C>      <C>           <C>          <C>      <C>      <C>      <C>
               Other    Restricted    Restricted
Name and. . .  Fiscal   Annual        Compen-      Stock    LTIP     Stock
Position. . .  Year     Salary        Bonuses      sation   Awards   Options  Bonuses
-------------  -------  ------------  -----------  -------  -------  -------  -------
                   (1)           (2)      (3) (6)      (4)      (5)
               -------  ------------  -----------  -------  -------
Edward A. . .    2002   $   197,000          -0-      -0-      -0-       -0-      -0-
Roth, CEO . .    2001   $    65,000          -0-      -0-      -0-       -0-      -0-
and President    2000   $   233,121          -0-      -0-      -0-       -0-      -0-
-------------  -------  ------------  -----------  -------  -------  -------  -------
Michael J.. .    2002   $    22,890          -0-      -0-      -0-       -0-      -0-
Bongiovanni,.    2001   $    15,000          -0-      -0-      -0-       -0-      -0-
 CFO. . . . .    2000   $    46,800          -0-      -0-      -0-       -0-      -0-
-------------  -------  ------------  -----------  -------  -------  -------  -------
Alisha Roth,     2002   $    48,000          -0-      -0-      -0-       -0-      -0-
Secretary,       2001   $        -0-         -0-      -0-      -0-       -0-      -0-
Treasurer . .    2000   $    60,000          -0-      -0-      -0-       -0-      -0-
-------------  -------  ------------  -----------  -------  -------  -------  -------

</TABLE>

(1)     The  dollar  value  of  base  salary  (cash  and  non-cash)  received.
Information  on  the  stock-based  compensation can be found in the accompanying
audited  financial  statements.

(2)     The dollar value of bonus (cash and non-cash) received.

(3)     During  the  periods  covered  by  the  Summary  Compensation Table, the
Company  did  not  pay any other annual compensation not properly categorized as
salary  or  bonus, including perquisites and other personal benefits, securities
or  property.

(4)     During the periods covered by the Summary Compensation Table, the
Company did not make any award of restricted stock.

(5)     The Company currently has no Restricted Stock Bonus Plans.

(6)     No other compensation

Compensation of Directors

The  Company  pays  its  non-employee  directors'  1,000 shares of the Company's
restricted  common  stock  per  year  for  Directors'  Meetings  attended. It is
anticipated  that  no  more  than  twelve  meetings  will  occur  each  year.

Employment  Contracts  and  Termination  of  Employment  and  Change-In  Control
Arrangements

None

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

(a)     Security Ownership of Certain Beneficial Owners

All persons known by the Registrant to own beneficially more than 5% of any
class of the Company's outstanding stock on March 31, 2003, are listed below:
<TABLE>
<CAPTION>
<S>                <C>                  <C>          <C>           <C>
                                                     Nature of     Current %
Title of Class     Name and Address     # Shares     Ownership     Owned (w)
--------------     ----------------     --------     ---------     ---------
                   Edward A. Roth
Common Stock,      4818 W. Commercial Blvd.
$.001 Par Value    Lauderhill, FL 33319     3,506,440     (x)        10%
---------------     --------------------     ---------    ---        ---
Preferred Stock,   Edward A. Roth
$.001 Par Value    4818 W. Commercial Blvd.
(z)                Lauderhill, FL 33319       750,000     (y)       100%
---------------     --------------------     ---------    ---        ---
</TABLE>



(w)  On  March 31, 2003, there were 35,501,062 shares of common stock issued and
outstanding.  Note  that  30,000,000 of these aforementioned common shares above
are  being  held  in  an  escrow  collateral account awaiting certain financing.
(x) Mr. & Mrs. Roth own the common shares as joint tenants.
(y) Mr. & Mrs. Roth own the preferred shares as joint tenants.
(z) Each share of preferred stock is convertible into ten shares of common
stock.

(b)     Security Ownership of Management

The  following table sets forth the number of shares owned beneficially on March
31,  2003,  by  each  Director  and  by  all  Officers and Directors as a group.
Information as to the beneficial ownership is based upon statements furnished to
the  Company  by  such  persons.
<TABLE>
<CAPTION>



<S>                         <C>                         <C>         <C>         <C>
                            Nature of                   Current %
Title of Class . . . . . .  Name and Address              # Shares  Ownership   Owned (w)
--------------------------  --------------------------  ----------  ----------  ---------
                            Edward A. Roth
Common Stock,. . . . . . .  4810 W. Commercial Blvd.
..001 Par Value. . . . . .   Lauderhill, FL 33319         3,506,440         (x)        10%
--------------------------  --------------------------  ----------  ----------  ---------
                            Michael J. Bongiovanni
Common Stock,. . . . . . .  21311 W. Catawba Avenue
..001 Par Value. . . . . .   Charlotte, NC 28031                -0-    Direct          **
--------------------------  --------------------------  ----------  ----------  ---------
                            Barbara Patagalia
Common Stock,. . . . . . .  4810 W. Commercial Blvd.
..001 Par Value. . . . . .   Lauderhill, FL 33319           67,000     Direct          **
--------------------------  --------------------------  ----------  ----------  ---------
Common Stock,. . . . . . .  All Officers and Directors
..001 Par Value. . . . . .   as a Group                  3,573,440     Direct          10%
--------------------------  --------------------------  ----------  ----------  ---------
Preferred Stock, . . . . .  Edward A. Roth
..001 Par Value. . . . . .   4810 W. Commercial Blvd
(z). . . . . . . . . . . .  Lauderhill, FL 33319          750,000        (y)         100%
--------------------------  --------------------------  ----------  ----------  ---------
</TABLE>



** Less than .01%

(w) On March 31, 2003, there were 35,501,062 shares of common stock issued and
outstanding.
(x) Mr. & Mrs. Roth own the common shares as joint tenants.
(y) Mr. & Mrs. Roth own the preferred shares as joint tenants.
(z) Each share of preferred stock is convertible into ten shares of common
stock.

(c)     Changes in Control

The Company knows of no arrangements that may at a subsequent date result in a
change of control in the Company.


ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

(a)
None.




ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

(a)     Financial Statements
1. The following financial statements of National Beauty Corp. & Subsidiaries
are included in Part II, Item 7:

Independent Auditors' Report                         14
Balance Sheet-December 31, 2002                   15-16
Statements of Operations - years ended
     December 31, 2002 and 2001          .        17-18
Statements of Cash Flows - years ended
     December 31, 2002 and 2001       .           19-20
Statements of Stockholders' Equity - years ended
     December 31, 2002 and 2001                      21
Notes to Financial Statements                     22-28

     2. Exhibits
3.  Articles of incorporation, bylaws and related amendments are incorporated by
reference  to  Exhibit  No.  1  of  Form  10-SB  filed  November  1999.

99  Certifications  of  management

(b)     Reports on Form 8-K
There were no reports on Form 8-K for the three months ended December 31, 2002.





                           --Signature Page Follows--


                                   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.


                                     NATIONAL BEAUTY CORP.
                                    ---------------------
                                        (Registrant)

Date:  March 31, 2003


                                        /s/ Michael J. Bongiovanni
                                        --------------------------
                                         Michael J. Bongiovanni
                                         Chief Financial Officer

                                       /s/ Edward A. Roth
                                       ------------------
                                        Edward A. Roth
                                        President & CEO

                                      /s/ Alisha Roth
                                      ---------------
                                       Alisha Roth
                                       Secretary, Treasurer,
                                       Director

                                     /s/ Barbara Patagalia
                                     ---------------------
                                      Barbara Patagalia
                                      Director