US SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549


                                 AMENDMENT NO. 1
                                       TO
                                   FORM 10-QSB


                   QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended July 31, 2001
                        Commission File Number: 0-27382.

                              HOT PRODUCTS, INC.COM
                              ---------------------
           (Exact name of small business as specified in its charter)


           ARIZONA                                          86-0737579
           -------                                          ----------
(State or other jurisdiction of                    (IRS Employer Identification)
incorporation or organization)

                 7625 E. REDFIELD RD., SCOTTSDALE, ARIZONA 85260
                 -----------------------------------------------
                    (Address of principal executive offices)


                                 (480) 368-9490
                                 --------------
              (Registrant's telephone number, including area code)

--------------------------------------------------------------------------------
    (Former name, former address and former fiscal year, if changed since last
                                     report)

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
    ---     ---


     APPLICABLE  ONLY  TO  CORPORATE  ISSUERS


     State  the  number of shares outstanding of each of the issuer's classes of
common  equity as of August 20, 2001 latest practicable date:  10,215,623 shares
of  Common  Stock,  par  value  $0.01  per  share.

     Transitional  Small  Business Disclosure Format (Check one): Yes      No X
                                                                      ---    ---


<PAGE>
                              HOT PRODUCTS, INC.COM
                              ---------------------
                                 AND SUBSIDIARY
                                 --------------

                                                                  Page
PART I  FINANCIAL INFORMATION

Item 1  Financial Information

      Consolidated Balance Sheet as of July 31, 2001                 3

      Consolidated Statements of Operations for the Three Months
            Ended July 31, 2001 and July 31, 2000                    4

      Consolidated Statements of Cash Flows for the Three Months
            Ended July 31, 2001 and July 31, 2000                    5

      Notes to Consolidated Financial Statements                     6

Item 2 Management's Discussion and Analysis                          8

PART II OTHER INFORMATION

Item 1   Litigation                                                 11

Item 2   Change in Securities                                       11

Item 3   Defaults Upon Senior Securities                            11

Item 4   Submission of Matters to a Vote of Security-Holders        11

Item 5   Other Information                                          11

Item 6   Exhibits & Reports on Form 8-K                             11


                                        2
<PAGE>
                         PART  I  -  FINANCIAL  INFORMATION


ITEM  1.  FINANCIAL  STATEMENTS

                              HOT PRODUCTS, INC.COM
                           CONSOLIDATED BALANCE SHEET

                                  (Unaudited)


                                                               JULY 31,
                                                                 2001
                                                            --------------

ASSETS

CURRENT ASSETS:
  Cash and cash equivalents                                 $      40,339
  Accounts receivable (net of $11,516 allowance)                   10,436
  Inventories                                                     469,019
  Prepaid expenses and other assets                                28,591
                                                            --------------
     Total current assets                                         548,385

PROPERTY AND EQUIPMENT, net                                        34,668

OTHER ASSETS                                                       30,909
                                                            --------------

TOTAL ASSETS                                                $     613,962
                                                            ==============

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accounts payable                                          $     414,987
  Accrued Expenses                                                451,149
  Customer Deposits                                               185,732
  Notes Payable                                                    89,940
                                                            --------------
     Total current liabilities                                  1,141,808

Contingent Liabilities and Disputed Payables                    1,062,093

     TOTAL LIABILITIES                                          2,203,901
                                                            --------------

STOCKHOLDERS' EQUITY:
  Common stock, $.01 par value, 33,332,747
     shares authorized, 10,215,623 issued and outstanding         102,156
  Paid in capital                                              17,753,739
  Accumulated deficit                                         (19,445,834)
                                                            --------------
     TOTAL STOCKHOLDERS' EQUITY                                (1,589,939)
                                                             -------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                  $     613,962
                                                            ==============


                                   3
    The accompanying notes are an integral part of these financial statements


<PAGE>
                              HOT PRODUCTS, INC.COM
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                  (Unaudited)

                                                         THREE MONTHS ENDED
                                                             JULY  31,
                                                         2001         2000
                                                     ------------  -----------

NET SALES and ROYALTY REVENUES                       $   106,958   $  417,568

COST OF SALES                                             17,887      132,818
                                                     ------------  -----------

  Gross profit                                            89,071      284,750
                                                     ------------  -----------


SELLING, GENERAL AND ADMINISTRATIVE EXPENSES

  Salaries and benefits expense                          101,838      122,006
  Selling and promotion expense                            6,053       16,620
  Office and administrative                               86,204      142,228
  Research and development expense                           396       14,064
                                                     ------------  -----------
Total selling, general and administrative expenses       194,491      294,918
                                                     ------------  -----------

LOSS FROM OPERATIONS                                    (105,420)     (10,168)
                                                     ------------  -----------

OTHER (INCOME) AND EXPENSES
  Gain on Disposal of Subsidiary                        (137,850)
  Gain on Settlement of Lawsuit                         (300,000)
  Interest expense and factoring charges                   4,151          633
  Other income                                           (32,371)     (27,231)
                                                     ------------  -----------

Total other (income)                                    (466,070)     (26,598)
                                                     ------------  -----------

NET INCOME                                           $   360,650   $   16,430
                                                     ============  ===========

Basic income per common share                        $      0.03            *
                                                     ============  ===========

Diluted income per common share                      $      0.03            *
                                                     ============  ===========


Weighted average shares outstanding - Basic           10,173,300    5,613,539
                                                     ============  ===========

Weighted average shares - Diluted                     11,002,115    5,647,761
                                                     ============  ===========

       *  less than $0.01

                                   4
    The accompanying notes are an integral part of these financial statements


<PAGE>
<TABLE>
<CAPTION>
                              HOT PRODUCTS, INC.COM
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                    (Unaudited)
                                                               THREE MONTHS ENDED
                                                                    JULY  31,
                                                                2001        2000
                                                             ----------  ----------
<S>                                                          <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Profit                                                 $ 360,650   $  16,439
  Adjustments to reconcile net profit to net cash
    provided by operating activities:
  Depreciation and amortization                                  3,786      36,350
  Noncash gain on disposal of Subsidiary                      (137,850)
  Changes in assets and liabilities:
    Accounts receivable                                        (26,044)   (121,519)
    Inventories                                                 (2,195)   (110,376)
    Prepaid expenses and other current assets                     (103)    (15,790)
    Other assets                                                 1,995        (400)
    Accounts payable & Contingent liabilities                  (24,387)    183,988
    Accrued liabilities and Customer Deposits                 (104,386)   (190,699)
                                                             ----------  ----------
        Net cash (used in) provided by operating activities     71,466    (202,007)
                                                             ----------  ----------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Purchase of property and equipment                                        (5,243)
                                                             ----------  ----------
        Net cash (used in) provided by investing activities                 (5,243)
                                                             ----------  ----------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Proceeds from Notes Payable                                    6,287     197,500
  Payments on notes payable                                    (32,679)
  Payment of capital lease obligations                          (6,836)     (2,157)
                                                             ----------  ----------
        Net cash (used in) provided by financing activities    (33,228)    195,343
                                                             ----------  ----------


INCREASE (DECREASE) IN CASH AND EQUIVALENTS                     38,238     (11,907)

CASH AND EQUIVALENTS, BEGINNING OF PERIOD                        2,101      14,751
                                                             ----------  ----------

CASH AND EQUIVALENTS, END OF PERIOD                          $  40,339   $   2,844
                                                             ==========  ==========


NONCASH OPERATING ACTIVITIES:

  Issuance of common stock to reduce contingent liability    $  59,500
                                                             ==========
</TABLE>


                                   5
    The accompanying notes are an integral part of these financial statements


<PAGE>
NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS

I.  INTERIM  REPORTING

     The  accompanying  unaudited  Consolidated  Financial  Statements  for  Hot
Products  inc.com  have  been prepared in accordance with the generally accepted
accounting  principles for interim financial information and the instructions to
Form  10-QSB.  Accordingly,  they  do  not  include  all  of the information and
footnotes  required  by  generally  accepted  accounting principles for complete
financial  statements.  In  the  opinion  of  management, all adjustments (which
include  only  normal  recurring  adjustments)  necessary  to present fairly the
financial  position,  results  of  operations,  and  cash  flows for the periods
presented  have  been made. The results of operations for the three month period
ended  July  31,2001 is not necessarily indicative of the operating results that
may  be  expected  for  the  entire  fiscal  year  ending  April  30,  2002.


Common  Stock
-------------
Our  shares  of  common  stock  are  traded  under the symbol HPIC on the Nasdaq
bulletin  board  market. We have completed and filed its 10K report for the year
ended  April  30,  2001.

II.     SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

Consolidation  -  The consolidated financial statements include the accounts and
-------------
activities  of  Hot  Products,  Inc.com  and its wholly owned subsidiaries, SC&T
Europe,  Limited  (United  Kingdom),  and  SC&T  Asia, Limited (Hong Kong).  All
significant  inter-company  transactions  and  balances  have been eliminated in
consolidation.  SC  &T Europe was dissolved in July 2001.  The resulting gain on
this  dissolution  is  reported  in  these  financial  statements.

Cash and Cash Equivalents includes all short-term highly liquid investments that
-------------------------
are readily convertible to known amounts of cash and have original maturities of
three  months  or  less.

Inventories  are  stated  at  the lower of cost (first-in, first-out) or market.
-----------
Allowances  are  made for returned inventory to reflect estimated net realizable
value  of  those  items.

Property  and  Equipment are recorded at cost and depreciated on a straight-line
------------------------
basis  over the estimated useful lives of the assets ranging from 3 to 10 years.
Depreciation  expense  is  not  recorded  for  tooling acquired and not yet been
placed  in  service.

Revenue  Recognition  - We recognize revenue when the product is shipped, and or
--------------------
paid  for by the customer.  We provide an allowance to reflect estimated returns
of  product from customers and warranty costs.  We receive royalty revenues on a
regular  quarterly  basis  and  recognize  this  revenue  when  received.

Research and Development - The costs for new product development are expensed as
------------------------
incurred.

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


                                                                               6
<PAGE>
Earnings Per Share - Earnings per share is calculated using the weighted average
------------------
number  of  shares of common stock outstanding during the year.  The Company has
adopted  SFAS  No.  128  Earnings  Per  Share.


<TABLE>
<CAPTION>
                                  Net  Income            Shares                     Per  Share
                              -----------------  ---------------------  ---------------------------------
                                2001     2000       2001       2000           2001             2000
                              --------  -------  ----------  ---------  ----------------  ---------------

<S>                           <C>       <C>      <C>         <C>        <C>               <C>
Net Income                    $360,650  $16,430
BASIC EARNINGS PER SHARE:
Income available to
Common Shareholders           $360,650  $16,430  10,173,300  5,613,539  $           0.03  Less than $0.01

EFFECT OF DILUTED SECURITIES     N/A       N/A      828,815     34,222   Less than $0.01  Less than $0.01

DILUTED EARNINGS PER SHARE    $360,650  $16,430  11,002,115  5,647,761  $           0.03  Less than $0.01
</TABLE>


Common equivalent shares of 2,688,918 and 2,747,251 related to stock options and
warrants  outstanding  at July 31, 2001 and 2000 respectively, are excluded from
the  computation  because  the  effect  of  inclusion  would  be  anti-dilutive.

Segment  and  Geographic  Information - The Company's revenue was generated from
-------------------------------------
one  primary  geographic  region,  The  United  States.  There  were no material
operations  in  the  Company's  Asian subsidiary.  At July 31, 2001, the Company
considers  its  products  to  fall  within two segments, Peripheral Products and
Emergency-Survival  products.

The  following  table outlines the breakdown of sales to unaffiliated customers.

Net  Revenues
-------------
                          2001       2000

   Emergency-Survival   $ 41,637  $     720
   Peripheral Products  $ 65,321  $ 416,848

                        --------  ----------
                        $106,958  $ 417,568
                        ========  ==========
Net Income
----------
   Emergency-Survival   $ 26,758  $     648
   Peripheral Products  $ 63,733  $ 256,855
   Other                $270,159  $(241,073)

                        --------  ----------
                        $360,650  $  16,430
                        ========  ==========


The  measurement  of net income by segment is reconciled to the total net income
resulting  primarily  from  general and administrative expenses and other income
that  cannot  be  allocated  directly  to  either  segment.


                                        7
<PAGE>
ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION
       AND  RESULTS  OF  OPERATIONS

The  statements  contained  in  this  report  on form 10-QSB that are not purely
historical  are forward-looking statements within the meaning of the Section 27A
of  the  Securities  Act  of 1933 and Section 21E of the Securities Act of 1934,
including statements regarding our "expectations", "anticipation", "intentions,"
"beliefs",  or  "strategies",  regarding  the future. Forward-looking statements
include  statements  regarding  revenue, margins, expenses and earnings analysis
for  the  remainder  of  the fiscal year 2002 and thereafter; future products or
product  development  strategy;  and  liquidity  and  anticipated cash needs and
availability. All forward looking statements included in this document are based
on  information  available  to  us  on the date of this report, and we assume no
obligation to update any such forward-looking statement. It is important to note
our  actual  results  could differ materially from those in such forward-looking
statements.

OVERVIEW

In  mid  1999  management  made  the critical decision to exit the retail PC and
Video  gaming  arenas  we  had  been involved in for the previous five years. To
better  reflect  our  new  marketing  and product direction, we also changed our
corporate  name  to  Hot  Products Inc.com to emphasize our new products we felt
were  unique,  innovative  and  HOT.  We  believed that this new name would have
greater  indusrty  appeal  and  benefit  our  decision  to  enter  the  Internet
E-Commerce  arena.  We  remain  committed  to  reaching profitability during our
Fiscal  year  2002.

We  identified  new  marketing  opportunities  that  indicated  higher  growth
potential,  greater  profit  capabilities that carried less competitive risk. We
developed  an  entire  line  of  new  product  and  aligned ourselves with a new
emerging  technology  platform for DVD Players and Set-Top Box Converters (cable
TV)  called  NUON.  We  identified  four  major  new product categories that had
significant  global  market  opportunities.  The  first  three involved the Road
Emergency,  (encompassing  a  unique  12  Volt  DC  battery  charging  product)
Automotive  Survival and Outdoor Survival categories. We felt these products had
long  term  sales  potential,  and were suited for the expansive U.S. automotive
aftermarket  channels  that  generates  in  excess  of  $150  billion  in annual
revenues.

The  fourth  area  focused  on  NUON.  Based on our strong beliefs that the NUON
technology  platform,  developed  by  VM  Labs  Inc.,  represents  a  "home run"
potential  in the global OEM and retail markets, we created an independent sales
and  marketing  division  to  support  the  dynamics  of  this  new  proprietary
technology.  NUON  is  designed  to enhance the entertainment value for both DVD
players  and  Set-Top  Box  Converters  (cable  TV).  The DVD player and Set-Top
Converter arena is fast becoming a market of equal proportions to the automotive
after-market.  HPIC believes over the next 3-5 years the NUON technology will be
found  in  over thirty five percent (DVD will ultimately replace all VHS players
systems)  of  all  DVD players sold, and over 60% of all Set-Top Converter Boxes
shipped  worldwide,  and  we  are  on  the  forefront  of  this potential global
explosion.  We  have  significant  future  expectations  for  NUON,  and  are
aggressively  supporting  the  development  of  numerous  NUON  peripheral  and
accessory  products.

Over  the  past  year  we  have  continued to slash costs and reduce operational
expenses  wherever  possible.  Operational  improvements  coupled  with  our new
product  development,  marketing  redirection  and  improved  gross margins have
succeeded in reporting a respectable first quarter profit. These results further
acknowledge  that  we  are  on  the  right track and are gaining valuable ground
towards  our  sole  objective  of   reaching  profitability.  Management  feels
strongly  we will continue to improve our performance during our second quarter.


                                        8
<PAGE>
Our  new  line  of  products  is  being  well received in the marketplace and we
continue to explore new revenue channels, such as the Private Label arena, where
we  have  designed new products for some major Fortune 500 companies. We secured
the  services  of  an  industry  veteran to establish a new sales rep network to
aggressively  promote  our  non-NUON  product  lines  into  the market. Our NUON
products  group had a tougher year than expected, as developer VM Labs Inc., did
not  implement its business plan as expected. This lack of deployment by VM Labs
severely  reduced  our  NUON  revenue  generation  for  both  the retail and OEM
channels  this year, however, we expect to pick up these revenues during our 2nd
and  3rd  quarters.  Industry  demand  for  NUON remains strong, and new product
development  has  been  maintained.  Currently  we represent the largest, global
supplier  of  NUON  peripheral  and  accessory  products.

As  Korean  electronics  giant,  Samsung  Electronics  readies itself for a Fall
European  launch  of  its  NUON  DVD  Players,  we  are  in  the final stages of
establishing  for  a  strategic  ECC  distribution  agreement  with a formidable
European  company  for  our  entire  line  of  NUON  products.

OPERATING RESULTS FOR THE THREE MONTHS ENDED JULY 31, 2001 AND 2000.

NET  SALES  AND  ROYALTY  REVENUES

Net  sales  and  royalty  revenues  for the three months ended July31, 2001 were
$106,958  compared  to $417,568 for the three months ended July 31, 2000.  Sales
from  our  Road  Emergency  and Power product lines increased to $41,637 for the
three months ended July 31, 2001 from $720 for the year ended July 31, 2000. The
decrease  in  sales  for  the  three months ended July 31, 2001 is attributed to
decreased sales of old line products and NUON related products.  The decrease in
sales  for  our  NUON  related product is a direct result of our initial sale to
Samsung  Electronics  for  our  NUON SNS 2000 controller in the first quarter of
last year, and slower than anticipated implementation of its business plan by VM
Labs,  Inc.

GROSS  PROFIT

Our  gross  profit  for  the  three  months  ended  July 31, 2001 was $89,071 in
contrast  to  a  gross  profit  of  $284,750 for the three months ended July 31,
2000.  Our  gross  margin on product sales increased to 62% for the three months
ended  July  31,  2001  compared  to  60% for the year ended July 31, 2000.  The
increase  in gross margin is directly attributable to decreased costs and higher
profit  margins on new line products.  Costs associated with our U.S. operations
have  been  greatly reduced and efficiencies realized.  Gross profit margins can
be  affected by several factors, including the product mix between our products,
with  the  anticipation  that  newer  products will initially yield higher gross
profit  margins.  However,  there  can  be  no  assurance higher margins will be
maintained  over  the  life  of  the  product.

PAYROLL  AND  PAYROLL  TAXES

Our  payroll  and  benefits  expense  decreased to $101,838 for the three months
ended  July  31,  2001  compared to $122,006 for the three months ended July 31,
2000.  This decrease in salaries and related expenses can be attributed to lower
salaries  and  reduced benefit costs.  We are required to employ a base staff of
qualified  personnel  to  maintain  our  operations.  As  we  attain  increased
profitable  quarters     our  employee  base  will  have  to  increase.  We  are
carefully  planning  for  expansion, and when our sales volume increases we will
institute a plan of hiring, allowing for gradual growth that will not burden our
margins or threaten our profitability. Our current employee base is made up of a
dedicated  group  who  has  continued  to  show  increased  efficiencies  and
productivity.


                                        9
<PAGE>
SELLING  AND  PROMOTION

Our  selling  and  promotion  expenses decreased to $86,204 for the three months
ended July 31, 2001 from $142,228 for the same period ended July 31, 2000.  This
decrease,  $56,024,  is  a direct result of the change in our business model and
cost  controls.  We  have  ramped-up  our  promotional  efforts  for  our  new
Road-Emergency, Automotive and Outdoor Survival lines, however, due to a limited
advertising  and  promotional  budget  we  have  not  been  able  to utilize all
promotional  avenues  necessary to promote our new products.  Our management has
been  careful  in  the  amounts  of promotional efforts for the current quarter.
Travel  and  trade  show costs have also been reduced during the current period.

OFFICE  AND  ADMINISTRATION

Office and administrative expenses for the three months ended July 31, 2001 were
$86,204  compared  to  $142,228  for the three months ended July 31, 2000.  This
decrease of $56,024 is attributed directly to extraordinary legal costs directly
related  to  the  litigation  against  our former accounting firm.  This will no
longer  be  a  factor as the parties reached "an out of court settlement" during
July  of  this  year.  Efficiencies  and  cost  reductions  in equipment rental,
printing,  postage and related costs also contributed to the reduction in office
and  administrative  costs  for  the  current  quarter.

RESEARCH  AND  DEVELOPMENT

Expenses  related  to  research  and  development were $396 for the three months
ended  July  31,  2001 compared to $14,064 for the three month period ended July
31,  2000.  This  represents a decrease of $13,668 as we   already have incurred
research  and  development  costs for many new products introduced over the past
year. Costs associated with the development of new products will increase in the
future  as  new products are refined or created.  Our continued success requires
we  make  a  concerted  effort to develop new, innovative products to expand our
product  mix.  Our  management  has  always  made  a  commitment to research and
development  and  will  continue  to  do  so  as  required.

OTHER  INCOME/EXPENSE

Other income increased to $466,070 for the three months ended July 31, 2001 from
other  income  of  $27,231 for the same period ended July 31, 2000.  Included in
this  increase  is  a  gain, $137,850, on the closure of our UK subsidiary.  The
recorded  gain  on  disposal  was  a  result  of  recorded obligations that were
relieved  through  closure.  Also  included in other income is $300,000 from the
settlement  of  a  lawsuit  and  a  $32,371  gain  on  the  settlement of an old
outstanding  account  payable.  Interest and factoring costs increased to $4,151
for  the  three  months  ended July 31, 2001 compared to $633 for the same three
month  period  ended  July  31,  2000.


                                       10
<PAGE>
NET  INCOME

Net  income  for  the  three months ended July 31, 2001 was $360,650 compared to
$16,430  for  the three months ended July 31, 2000.  This represents an increase
of $344,220 for the three months ended July 31, 2001 compared to the same period
last  year.  Total  operating  expenses for the three months ended July 31, 2001
were  $194,491  compared  to  $294,918 for the three months ended July 31, 2000.
This  represents a decrease of $100,427 for the three months ended July 31, 2001
from  the  same  period  ended  July  31,  2000.

LIQUIDITY AND CAPITAL RESOURCES


Our  working  capital  deficit  decreased to $593,423 for the three months ended
July  31,  2001  from  a deficit of $665,896 for the three months ended July 31,
2000.  This  decrease  is  due  to  cost  controls,  and  the  closing of our UK
subsidiary.  The  comparison of our working capital deficit for the three months
ended  July  31,  2001  and  2000  is affected by a reclassification of disputed
accounts  payable  to  long-term  liabilities.  These items represent amounts we
dispute  and  which  we feel we are not obligated to pay.  Many of these amounts
are  not  disputed  by our creditors and we feel can successfully negotiate much
reduced  amounts,  if  not  eliminate  many  of  these  debts.


We  are  required  to  pay  the  costs  of  stocking, assembling and warehousing
inventory  prior  to receiving orders and payments from our customers. Typically
our  customers  do not pay us for our products until approximately 30 to 60 days
following  delivery  and  billing.  As  a  result,  the receipt of cash from our
operations  typically  lags  substantially  behind  the payment of the costs for
purchase  and  delivery of our products.  We have been able to secure short-term
notes  payable to help relieve the cash-flow burden experienced.  The effects of
our  1997  de-listing  by  the NASDAQ has hampered our desired progress over the
past  few  years,  however,  we  continue  to  forge ahead and look forward to a
significant year of improvement. At present we utilize factoring for some of our
accounts  receivable,  however,  this  form of financing does increase costs and
reduces  working  capital and profits. To fully implement our new business plan,
we  will  require  additional  working  capital.  We plan on utilizing factoring
arrangements  to  finance accounts receivable along with capital from operations
to  finance  inventory  acquisition  as  sales  increase  from both the NUON and
Road-Emergency, Auto-Survival and Outdoor Survival divisions combined with other
financing  opportunities  as  they  become  available  to  us.

BUSINESS  OUTLOOK  AND  RISK  FACTORS

HPIC  OUTLOOK

We  are  seeing positive results from the introduction of our non-NUON products,
and look to a much improved revenue level from NUON itself. We are excited about
future  revenue generation, and new orders from new customers. The Private Label
arena  is  opening  new  doors  and  new customers, some of which include Harley
Davidson,  Polaris  Industries, Redenvelope.com etc. We are pursuing other major
companies  for  Private  Label  opportunities  and  feel  this  area  will  be a
significant revenue contributor for us over the years to come. We are looking to
secure the services of a national PR-IR firm and look forward to issuing ongoing
press  releases  as  new  accounts  and  milestones  are  achieved.


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By  posting  a first quarter profit, we are excited about the future outlook for
us.  Despite  slower  than expected technology developments by VM Labs, the NUON
division is progressing in a positive direction. We continue to develop our NUON
OEM channel business and we expect new and additional orders to be received over
the  next 90-120 day period.     We have five peripheral products in the market,
with  a  further  four  planned  for  introduction during the next two quarters.

Management is confident we can continue to improve the shareholder value through
reducing  costs  and  increased  revenues, and in conjunction with the necessary
operational  funding  required,  we  have  a  strong  opportunity  to  reach
profitability  during  FY  2002.

RISK  FACTORS

Through  our  restructuring,  product  marketing  redirection,  coupled with our
numerous  OEM  strategic  alliances, we feel we are better protected against the
traditional  risks  and  competitive  factors.  We  openly admit risks do exist,
however, not to the same degree that we confronted during our days in the retail
PC  and  Video  gaming  arena.

With respect to our NUON division and our alliance with developer, VM Labs Inc.,
we  have  a  "strategic  license agreement" to develop and market products which
incorporate  a  "proprietary"  technology. Unlike the PC and Video gaming arena,
where  virtually every manufacturer, for a fee, can market PC, Sony, Nintendo or
Sega peripherals, only approved licensed partners of VM Labs, have access to the
NUON  ASIC  chip  technology.  The  NUON  ASIC  chip  technology  is required to
manufacture NUON DVD, Set-Top Converters and peripheral products, which offer us
significant  protection  from  traditional  rogue  competitors.

Our  best  defense  against  competitive  attack on our Road Emergency, Auto and
Outdoor  Survival  categories  remains  in  our  ability  to  maintain  our lead
position, breadth and depth of high quality product assortment, continued R & D,
coupled  with  our  ability  to  ship  orders in a timely manner. No competitive
products  currently exist that come close to the caliber of products provided by
us.  In  the  Automotive  and  Outdoor  Survival  retail arena's "Pre-Kitted and
Pre-Configured  "  products of the quality and diversity as offered by us do not
exist  at  retail. Each product is backed by a one-year warranty.  We understand
competitors  could make an attempt to imitate our lines, but we have a full year
head  start  and  the  logistics  to  "knock  us  off"  has  numerous  barriers.

We  believe  our  primary  risk factors are in on our ability to receive product
deliveries  in  a  timely  manner  and  in securing ongoing operational capital.

Based on the size of the U.S. Automotive After Market channel, with annual sales
exceeding $150 billion, coupled with the emerging NUON market worldwide, we feel
HPIC  has  the ability to establish itself as a  global brand provider of unique
and  highly  innovative  Road  Emergency,  12  V Battery, Auto-Survival, Outdoor
Survival  and  NUON  peripheral  products.

PART  II  -  OTHER  INFORMATION

ITEM  I.  LITIGATION
     None  to  be  reported
ITEM  2.  CHANGES  IN  SECURITIES
     None


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ITEM  3.  DEFAULTS  UPON  SENIOR  SECURITIES
     None
ITEM  4.  SUBMISSIONS  OF  MATTERS  TO  A  VOTE  OF  SECURITY-HOLDERS
     None
ITEM  5.  OTHER  INFORMATION
None
ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K
None
                                   SIGNATURES
     In  accordance  with  the  Securities Exchange Act of 1934, this report has
been  signed  below  by the following persons on behalf of the registrant and in
the  capacities  and  on  the  date  indicated.

       SIGNATURE                      CAPACITY                         DATE
       ---------                      --------                         ----
HOT  PRODUCTS,  INC.COM
 /s/                            Chairman of the Board            August 20, 2000
-----------------------         and Chief Executive Officer
   James  Copland

 /                              Director of Finance              August 20, 2000
-----------------------
   Ricky  S.  Greenberg


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