UNITED
        STATES
 SECURITIES
        AND EXCHANGE COMMISSION
 WASHINGTON,
        D.C. 20549
 
 **FORM
        10-QSB**
  *(Mark
                      One)*x
                  Quarterly
                      Report Pursuant to Section 13 or 15(d) of the Securities Exchange
                      Act of
                      1934**For
                      the Quarter Ended October 31,
                      2002**ORo
                  TRANSITION
                      REPORT PURSUANT TO SECTION 13 OR
                      15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
  For
        the
        transition period from **N/A** to **N/A**
 Commission
        File Number: **0-27382**
 
 **B-TELLER,
        INC.**
 (Formerly
        Known as Hot Products, Inc. Com and formerly known as SC & T International,
        Inc.)
 (Name
        of
        small business issuer as specified in its charter)
  **Washington**
              
              **86-0737579**State
                  of Incorporation
              
              IRS
                  Employer Identification No.
 
 **Cheyne
        House, Crown Court, 62-63 Cheapside, Canary Warf, London England EC2V
        6JP**
 (Address
        of principal executive offices)
 
 Registrant's
        telephone number, including Area Code: **44-772-029-2302**
 Securities
        registered pursuant to Section 12(b) of the Act: None
 Securities
        registered pursuant to Section 12(g) of the Act:
 
 **Common
        Stock, $.001 Par Value**
 
 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
        __________  No
        ___ _X_____
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act).
 
 Yes
        ___ _X_____  No
        __________
 
 The
        number of shares of the issuer’s common equity outstanding as of May 25, 2006
        was 25,415,944  shares
        of  common
        stock.
 
 Transitional
        Small Business Disclosure Format (check one):
 
 Yes
        __________  No
        ___ __X____
  
  1
 
 **B-TELLER,
        INC.**
 **INDEX
        TO FORM 10-QSB FILING**
 **FOR
        THE THREE AND SIX MONTHS ENDED OCTOBER 31, 2002 AND 2001**
 
 **TABLE
        OF CONTENTS**
 
 **PART
        I**
 **FINANCIAL
        INFORMATION**
 
 Item
                  1.
              Financial
                  Statements
              **PAGE**Balance
                  SheetAs
                  of October 31, 2002
              3Statements
                  of OperationsFor
                  the Three months and Six Months ended October 31, 2002 and
                  2001
              4Statements
                  of Cash FlowsFor
                  the Three months and Six Months October 31, 2002 and 2001
              5Notes
                  to the Financial Statements
              6
                  -
                  10Item
                  2.
              Management’s
                  Discussion and Analysis of Financial Condition
                  andResults
                  of Operations
              10
                  - 15
 
 **PART
        II**
 **OTHER
        INFORMATION**
 
 Item
                  1.
              Legal
                  Proceedings
              15Item
                  3.
              Control
                  and Procedures.
              15Item
                  6.
              Exhibits
                  and Reports on Form 8-K**CERTIFICATIONS**Exhibit
                  31 - Management Certification
              16Exhibit
                  32 - Sarbanes-Oxley Act
              17
  2
 *Table
            of Contents*
  **PART
        I- FINANCIAL INFORMATION**
 
 **ITEM
        1 - FINANCIAL STATEMENTS**
 
 **B-TELLER,
        INC.**
 **BALANCE
        SHEET (UNAUDITED)**
 **AS
        OF OCTOBER 31, 2002**
  ASSETS:CURRENT
                  ASSETSCash
              
              $
              -Accounts
                  Recievalbes
              
              
              -Total
                  current assets
              
              
              -TOTAL
                  ASSETS
              
              $
              -LIABILITIES
                  AND STOCKHOLDERS' EQUITY:CURRENT
                  LIABILITIES:Accounts
                  payable
              
              $
              500,530Bank
                  overdraft
              
              
              140Accrued
                  expenses and other liabilities
              
              
              501,495Notes
                  Payables
              
              
              185,550Due
                  to Factor
              
              
              65,431Total
                  current liabilities
              
              
              1,253,146Commitments
                  and Contengencies - Disputed Payables
              
              
              215,199Total
                  liabilities
              
              
              1,468,345STOCKHOLDERS'
                  EQUITY (DEFICIT):Common
                  stock, $.001 par value, 33,332,747 shares authorized, 11,634,374
                  shares
                  issued and outstanding
              
              
              116,344Paid
                  in capital
              
              
              17,810,425Accumulated
                  deficit
              
              
              (19,395,114
              )Total
                  stockholders' equity (deficit)
              
              
              (1,468,345
              )TOTAL
                  LIABILITIES AND STOCKHOLDERS' EQUITY
              
              $
              -
 
 See
        the
        accompanying notes to these unaudited financial statements.
  3
 *Table
            of Contents*
  **B-TELLER,
        INC.**
 **STATEMENT
        OF OPERATIONS (UNAUDITED)**
 **FOR
        THE THREE AND SIX MONTHS ENDED OCTOBER 31, 2002 AND 2001**
 
 Three
                  Months Ended
              
              Six
                  Months Ended**2002**
              
              **2001**
              
              **2002**
              
              **2001**REVENUES:Revenue
              
              $
              21,440
              
              $
              180,316
              
              $
              62,193
              
              $
              287,27321,440
              
              
              180,316
              
              
              62,193
              
              
              287,273COST
                  OF SALES:
              
              
              20,981
              
              
              68,228
              
              
              23,930
              
              
              86,114GROSS
                  PROFIT
              
              
              459
              
              
              112,088
              
              
              38,263
              
              
              201,159OPERATING
                  EXPENSES:General
                  and administrative
              
              
              39,530
              
              
              152,401
              
              
              205,583
              
              
              340,443Sales
                  and marketing
              
              
              300
              
              
              3,061
              
              
              6,795
              
              
              9,114Research
                  and Development
              
              
              -
              
              
              516
              
              
              -
              
              
              912Depreciation
                  and amortization
              
              
              -
              
              
              -
              
              
              930
              
              
              -Total
                  operating expenses
              
              
              39,830
              
              
              155,978
              
              
              213,307
              
              
              350,469OPERATING
                  LOSS
              
              
              (39,371
              )
              
              (43,890
              )
              
              (175,045
              )
              
              (149,310
              )OTHER
                  (INCOME) AND EXPENSESInterest
                  expense
              
              
              -
              
              
              8,367
              
              
              -
              
              
              12,517Interest
                  Income
              
              
              -
              
              
              -
              
              
              -
              
              
              -Gain
                  on Disposal of Subsidary
              
              
              
              
              
              
              
              
              -
              
              
              (137,850
              )Gain
                  on Settlement of Law suit
              
              
              
              
              
              
              
              
              -
              
              
              (300,000
              )Gain
                  on Extinguishment of Debt
              
              
              -
              
              
              (798,148
              )
              
              -
              
              
              (798,148
              )Other
                  Income
              
              
              -
              
              
              (58,352
              )
              
              (23,080
              )
              
              (90,722
              )Total
                  other expense
              
              
              -
              
              
              (848,133
              )
              
              (23,080
              )
              
              (1,314,203
              )NET
                  LOSS
              
              
              **(39,371**
              **)**
              
              **804,243**
              
              
              **(151,964**
              **)**
              
              **1,164,893**NET
                  LOSS PER SHARE:Basic:
              
              $
              (0.00
              )
              $
              0.08
              
              $
              (0.01
              )
              $
              0.11Diluted:
              
              $
              (0.00
              )
              $
              0.08
              
              $
              (0.01
              )
              $
              0.11Weighted
                  Average Common Shares OutstandingBasic
              
              
              11,634,374
              
              
              10,215,623
              
              
              11,634,374
              
              
              10,194,550Diluted
              
              
              11,634,374
              
              
              10,215,623
              
              
              11,634,374
              
              
              10,194,550
 
 See
        the
        accompanying notes to these unaudited financial statements .
  4
 *Table
            of Contents*
  **B-TELLER,
        INC.**
 **STATEMENT
        OF CASH FLOWS (UNAUDITED)**
 **FOR
        THE SIX MONTHS ENDED OCTOBER 31, 2002 AND 2001**
 
 **2002**
              
              **2001**CASH
                  FLOWS FROM OPERATING ACTIVITIES:Net
                  (loss)
              
              $
              (151,964
              )
              $
              1,164,893Adjustments
                  to reconcile net income to net cash (used in) operating
                  activities:Depreciation
                  and amortization
              
              
              -
              
              
              2,623Gain
                  on extinguishment of debt
              
              
              -
              
              
              (798,148
              )Noncash
                  gaon on disposal of assets
              
              
              -
              
              
              (137,850
              )Changes
                  in assets and liabilities:Accounts
                  Recievables
              
              
              -
              
              
              (20,904
              )Inventories
              
              
              -
              
              
              62,793Prepaid
                  and other current assets
              
              
              -
              
              
              (2,962
              )Other
                  assets
              
              
              -
              
              
              150Accounts
                  payable and accrued liabilities
              
              
              62,241
              
              
              (158,894
              )Contingent
                  and disputed liabilites
              
              
              
              
              
              (261,929
              )Notes
                  Payables
              
              
              115,981
              
              
              131,651Net
                  cash (used) in operating activities:
              
              
              26,258
              
              
              (18,577
              )CASH
                  FLOWS FROM INVESTING ACTIVITIES:Purchases
                  of property & equipment
              
              
              -
              
              
              -Net
                  cash (used) and provided by investing activities:
              
              
              -
              
              
              -CASH
                  FLOWS FROM FINANCING ACTIVITIES:Proceeds
                  from Notes Payables
              
              
              -
              
              
              36,500Repayment
                  on Notes Payables
              
              
              
              
              
              (11,850
              )Payment
                  of Capital Lease Obligations
              
              
              
              
              
              (6,836
              )Net
                  cash provided by financing activities
              
              
              -
              
              
              17,814INCREASE
                  (DECREASE) IN CASH
              
              
              26,258
              
              
              (763
              )CASH,
                  BEGINNING OF PERIOD
              
              
              (26,398
              )
              
              2,101CASH,
                  END OF PERIOD
              
              $
              (140
              )
              $
              1,338SUPPLEMENTAL
                  SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES:Issuance
                  of common stock for debt
              
              $
              -
              
              $
              59,900
 
 See
        the
        accompanying notes to these unaudited financial statements
  5
 *Table
            of Contents*
  **B-TELLER,
        INC. (FKA HOT PRODUCTS, INC.COM)**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **FOR
        THREE AND SIX MONTHS ENDED OCTOBER 31, 2002 AND 2001**
 
 
 1.
              ORGANIZATION
                  AND BASIS OF PRESENTATION
 
 B-Teller,
        Inc (formerly Hot Products, Inc.com, formerly SC&T International, Inc., (the
        "Company")was formed in 1993 for the purpose of developing and marketing
        accessory and peripheral products for the computer and video game industries.
        The company closed in September 2002 due to unsuccessful business ventures
        and
        lack of financing.
 
 In
        February 2006, Leslie Investment sold 100% of its common shares to Titan
        Holdings, Inc. In March 2006 the company reincorporated in Washington and
        changed its name to B-Teller, Inc.
 
 The
        accompanying financial statements have been prepared on a going concern basis,
        which contemplates the realization of assets and the satisfaction of liabilities
        in the normal course of business. The Company was unsuccessful and was shut
        down
        in September 2002.
 
 **Significant
        issues that effect the company**
 
 Management,
        consisted of James Copland, President, CEO, and Chairman and he resigned
        on
        February, 21, 2006. The Company appointed Armando Russo as President and
        Director. Leslie Investment sold all of it’s stock to Northwest Corporate
        Services who in turn sold to Titan Holdings, Inc. which briefly gave control
        to
        Titan Holdings, Ltd. On March 21, 2006, the company reincorporated in the
        State
        of Washington and changed its name to B-Teller, Inc.
 
 At
        the
        same time o n
        March
        13, 2006 the company changed its capital structure by a 100 to 1 reverse
        split
        of its shares from 16,634,374 to 166,344.
 
 The
        company changed it capital structure to 250,000,000 authorized common shares
        and
        25,000,000 authorized preferred shares. Subsequently,
        on March 21, 2006 the Company issued 6,000,000 post split common shares in
        exchange for all of the shares of Bank Teller Ltd., a United Kingdom Corporation
        in a plan of merger where as Bank Teller Ltd. is a wholly owned subsidiary. On
        March
        27, 2006 the company issued 4,000,034 post split common shares of a convertible
        note. On April 3, 2006 the company forward split the common stock by 1 for
        2.5
        resulting in 25,415,944 shares issued and outstanding. All shares were exempt
        from registration of the Securities and Exchange Act Section 4(2).
 
 Upon
        completion of the share exchange Bank teller Ltd. gained nearly 59% control
        of
        the Company. Bankteller Ltd. is controlled by Tim Reeves who holds nearly
        4
        million of the 15 million shares held by Bankteller. (16% control of B-Teller,
        Inc.).
 
 Current
        management assumed control in February 2006 and had no prior involvement
        with
        the Company.
 
 In
        conjunction with the merger, the Company has changed its fiscal year end
        from
        April 30 to December 31. Accordingly, the transitional period reported was
        prepared for the eight month period from May 1, 2005 through December 31,
        2005.
 
 Management
        is evaluating business opportunities which, if consummated, could cause
        additional significant dilution to the existing shareholders.
 
 2.
              SUMMARY
                  OF SIGNIFICANT ACCOUNTING POLICIES
 
 The
        financial statements have been prepared in accordance with accounting principles
        generally accepted in the United States ("U.S. GAAP"). A summary of the
        Company's significant accounting policies follows:
  6
 *Table
            of Contents*
 
 (a) B-Teller,
        Inc. (formerly Hot Products, Inc.com, formerly SC&T International, Inc.,)
        (the "Company")was formed in 1993 for the purpose of developing and marketing
        accessory and peripheral products for the computer and video game
        industries
 
 (b) Use
        of
        Estimates - The preparation of financial statements in conformity with U.S.
        GAAP
        requires management to make estimates and assumptions that affect assets
        and
        liabilities at the date of the financial statements and the reported amounts
        of
        revenues and expenses during the reporting periods. Actual results could
        differ
        from those estimates.
 
 (c) Property
        and
        Equipment - Property and equipment are recorded at cost less impairment and
        accumulated depreciation. Depreciation recorded using the straight-line or
        method over the useful life of the asset.
 
 Management
        periodically assesses its ability to recover the cost of its long-lived assets
        in accordance with the provisions of SFAS 144. Costs deemed not recoverable
        are
        charged to operations and the asset cost reduced by the estimated
        impairment.
 
 (d) Foreign
        currency translation - foreign subsidiaries (if any) maintain their financial
        statements in the local currencies which have been determined to be the
        functional currencies. Assets and liabilities denominated in foreign currencies
        are translated into U.S. dollars at the rates in effect at the balance sheet
        date. Revenues and expenses are translated at average rates for the period.
        Related translation adjustments are reported as a separate component of
        stockholders' equity, whereas, gains and losses resulting from foreign currency
        transactions are included in the results of operations.
 
 (e) Cash
        and Cash
        Equivalents - Cash 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. Net bank overdrafts were recorded as current liabilities.
        Cash balances are insured by the F.D.I.C. up to $100,000 per institution.
 
 (f) Fair
        Value of
        Financial Instruments - The financial instruments disclosed elsewhere in
        these
        notes are deemed to be representative of their fair values, as the interest
        rates approximate market rates giving consideration to their respective
        risks.
 
 (g) Fair
        Value of
        Non-monetary Transactions - The common stock issues have been valued in
        accordance with SFAS 143 and SAB 107, giving consideration to the fair value
        of
        thinly traded shares, as affected by restrictions to the stock, the underlying
        assets, cash flows, and profitability of the company.
 
 (h) Advertising
        expenses are expensed when incurred.
 
 (i) Income
        taxes
        - The Company provides for income taxes based on the provisions of Statement
        of
        Financial Accounting Standards No. 109, Accounting for Income Taxes, which
        among
        other things, require that recognition of deferred income taxes be measured
        by
        the provisions of enacted tax laws in effect at the date of financial
        statements.
 
 (j) Financial
        instruments - Financial instruments consist primarily of cash, accounts
        receivable, and obligations under accounts payable, accrued expenses, note
        payable and capital lease instruments. The carrying amounts of cash, accounts
        receivable, accounts payable, accrued expenses and note payable approximate
        fair
        value because of the short maturity of those instruments. The carrying value
        of
        the Company's capital lease arrangements approximates fair value because
        the
        instruments were valued at the retail cost of the equipment at the time the
        Company entered into the arrangements.
 
 (k) Loss
        Per
        Share - Basic loss per share is computed using the weighted average number
        of
        shares of common stock outstanding for the period. Diluted loss per share
        is
        computed using the weighted average number of shares of common stock plus
        dilutive potential common shares outstanding for the period.
  7
 *Table
            of Contents*
  (l) Impairment
        of
        Long-Lived Assets and Long-Lived Assets to be Disposed Of The Company reviews
        long-lived assets and certain identifiable intangibles for impairment whenever
        events or changes in circumstances indicate the carrying amount of an asset
        may
        not be recoverable. Recoverability of assets to be held and used is measured
        by
        a comparison of the carrying amount of an asset to future, undiscounted,
        net
        cash flows expected to be generated by the asset. If such assets are considered
        to be impaired, the impairment to be recognized is measured by the amount
        by
        which the carrying amount of the assets exceeds the fair value of the assets.
        Assets to be disposed of are reported at the lower of the carrying amount
        or
        fair value less costs to sell.
 
 3.
              PROPERTY
                  AND EQUIPMENT
 
 The
        company has no fixed assets as of October 31, 2002 and 2001.
 
 4.
              SHARE
                  CAPITAL
 
 *See
        footnote #1 “Significant issues that effect the company”.*
  5.
              SUPPLEMENTAL
                  DISCLOSURE OF CASH FLOW INFORMATION
 
 No
        income
        taxes were paid and interest paid approximates the amounts disclosed as
        expense.
 
 6.
              INCOME
                  TAXES
 
 The
        Company has accumulated operating losses available to potentially reduce
        taxable
        income in future periods. The potential tax benefit of these losses have
        not
        been reflected in the financial statements since it was more likely than
        not
        that the losses would not be utilized. These losses begin expiring from 2010
        through 2019. Additionally, the limitations on these losses resulting from
        various business combinations and control changes have not been determined
        but
        could be substantial. Accordingly, the valuation allowance equals the deferred
        tax asset, if any.
 
 Net
        operating losses are subject to various rules and regulations set forth by
        the
        Internal Revenue Service. Usage of that net operating loss is subject to
        two
        main elements which include, among others, the same line of business. In
        addition, IRC 382 must be analyzed to address the potential change in control
        related to any future operations. Therefore all factors related to the usage
        of
        the net operating loss must be carefully considered by those contemplating
        the
        utilization of the losses sustained.
 
 Management
        evaluates the probability of the utilization of the deferred income tax assets.
        Management determined that because the Company has not yet generated taxable
        income it was not appropriate to recognize a deferred income tax asset related
        to the net operating loss carry-forward. Therefore, a fully deferred income
        tax
        asset is offset by an equal valuation allowance.
 
 If
        the
        Company begins to generate taxable income, management may determine that
        all of
        the deferred income tax asset may be recognized. Recognition of the asset
        could
        increase after tax income in the future. Net operating loss carryforwards
        of
        $19,388,338 for federal income tax purposes begin expiring from 2010 through
        2019. Net operating loss carryforwards of $18,099,321 for state income tax
        purposes expire from 2001 through 2004. The future utilization of the net
        operating losses is uncertain.
 
 7.
              DEBT
                  EXTINGUSHIMENT
 
 SFAS
        140
        paragraph 16 outlines the two requirements that are met to qualify for early
        extinguishment of debt.
  The
        debt
        has been reviewed and found that the obligations were past the statute of
        limitation and there has been no attempt for collectabiltiy. Therefore it
        is a
        matter of law or “judicially” to remove the obligations under the advice of
        counsel. SFAS 140, Paragraph
        16: A debtor shall derecognize a liability if and only if it has been
        extinguished. A liability has been extinguished if either (a.) The debtor
        pays
        the creditor and is relieved of its obligation for the liability. Paying
        the
        creditor includes delivery of cash, other financial assets, goods, or services
        or reacquisition by the debtor of its outstanding debt securities whether
        the
        securities are canceled or ( b.)
        The
        debtor is legally released from being the primary obligor under the liability,
        either judicially or by the creditor.
  8
 *Table
            of Contents*
  The
        Company settled its litigation with Performance Funding related to this unpaid
        debt. Leslie Investment paid $17,500 to settle this debt on behalf of the
        company.
  In
        the
        event vendors attempt to assert their claims, even if statutorily extinguished,
        legal costs may be incurred to successfully defend collection efforts.
        Management believes such costs will be immaterial and has accordingly determined
        to expense such costs as incurred.
 
 8.
              RELATED
                  PARTY TRANSACTIONS
 
 During
        the periods, the following financial transactions were completed with
        shareholders, directors, managers or employees who are deemed to be related
        parties to each Company:
 
 During
        the year ended April 30, 2001, the Company borrowed funds from its president
        (Leslie Investment) and chairman of the board of directors who is also the
        Company's largest single shareholder. The $66,332 Note payable to shareholder
        was unsecured, due upon demand and bore interest at 9% per annum. In February
        2003, Leslie was paid 2,500,000 common shares which have not been issued
        by the
        transfer agent as of December 31, 2005.
 
 In
        August
        2004, Leslie Investment was issued 2,500,000 common shares in exchange for
        nearly $100,000 of expenses paid during the time the company was dormant.
 
 James
        Copland, President, CEO, and Chairman resigned on February, 21, 2006. The
        Company appointed Armando Russo as President and Director. Leslie Investment
        sold all of it’s stock to Northwest Corporate Services who in turn sold to Titan
        Holdings, Inc. for $100,000 which gave control to Titan Holdings, Inc. On
        March
        21, 2006, the company reincorporated in the State of Washington and changed
        its
        name to B-Teller, Inc.
 
 Upon
        completion of the share exchange Bankteller Ltd. gained nearly 59% control
        of
        the Company. Bankteller Ltd. is controlled by Tim Reeves in who holds nearly
        4
        million of the 15 million shares held by Bankteller. Tim Reeves has 16% control
        of B-Teller, Inc.
 
 9.
              NET
                  INCOME PER SHARE
 
 The
        net
        income per common share is calculated by dividing the consolidated loss by
        the
        weighted average number of shares outstanding during the periods.
 
 10
              ADVANCES
                  FROM FACTOR
 
 The
        Company entered into an agreement with a factor in October 1998. The terms
        of
        the agreement provide for advances up to 75% of receivables factored and
        a 2%
        discount payable upon submission of invoices to factor. A discount fee of
        10%
        per day up to 90 days is charged from date of advance until payment by customer.
        A 15% fee is charged for accounts unpaid after 90 days. Credit risk remains
        with
        the Company except for account debtor bankruptcy. The agreement is secured
        by
        all accounts receivable whether or not specifically purchased by the factor.
 
 11.
              CONVERTIBLE
                  DEBENTURES
 
 On
        August
        28, 2000, the Company executed a Convertible Debenture Agreement with warrants
        in the amount of $400,000. The debentures were converted to 3,478,988 shares
        during the year ended April 30, 2001. The warrants expired in 2003.
 
 12.
              STOCK
                  OPTIONS
 
 The
        Company issues stock options from time to time to executives and key employees.
        The Company has a qualified stock option plan for its key employees, consultants
        and independent contractors. The Company has adopted the disclosure-only
        provisions of Statement of Financial Accounting Standards No. 123, "Accounting
        for Stock-Based Compensation," and continues to account for stock based
        compensation using the intrinsic value method prescribed by Accounting
        Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees".
        Accordingly, no compensation cost has been recognized for the stock options
        granted. All Stock options expired in September 2002 upon the termination
        of all
        employees and closing of the business.
  9
 *Table
            of Contents*
  13.
              SUBSEQUENT
                  EVENTS
 
 On
        March
        21, 2006 The Company reincorporated in Washington and changed the company
        name
        to B-Teller, Inc. On March 22, 2006, the Company entered into a Merger Agreement
        with Bank Teller Ltd. a United Kingdom Corporation by exchanging 100% of
        the
        shares in Bank Teller Ltd. for 6,000,000 post split common shares of the
        company. On March 27, 2006 the company issued an additional 4,000,034 post
        split
        common shares for a convertible note. On May 8, 2006, 1,500,000 shares of
        common
        stock were issued to Midland FI Marketing Ltd. as a result of a contract
        for
        services. The commons shares were issued pursuant to the exemption from the
        registration requirements of the federal securities laws provided by Section
        4(2) of the Securities Act of 1933, as amended, and Rule 506 of Regulation
        D.
  Effective
        upon the merger, B-Teller, Inc. senior management became senior management
        of
        the Company, including Armando Russo President and director and J.A. Claydon,
        Secretary and director.
 
 B-Teller,
        Inc. is a wholesale electronic payment provider. Payments which are not sent
        and
        received from within the same European territory are considered to be
        cross-boarder and so use the S.W.I.F.T. network. S.W.I.F.T. is considered
        by
        many organization s to be an expensive method for the movement of payments
        messages. With the advent of the Euro, it is now the European Union’s intention
        to upgrade Europe’s banking technology infrastructure so that any payment
        crossing the “euro zone’ will be considered a domestic payment, which will
        negate the need to use S.W.I.F.T. and will make payments move more quickly
        and
        cost-effectively across the EU countries. Bank Teller will act as a payment
        processing hub, which will route wholesale payments across any network using
        the
        most cost-effective route. Bank Teller customers will access Bank Teller’s
        ASP-Based services via a local Bank Teller General User Interface (GUI),
        allowing corporate treasurers and financial officers with the ability to
        execute
        their payments form a remote and centralized location, thereby saving time
        and
        money.
 
 Upon
        completion of the shares exchange Bankteller Ltd. gained nearly 59% control
        of
        the Company. Bankteller Ltd. is controlled by Tim Reeves who holds nearly
        4
        million of the 15 million shares held by Bankteller. Tim Reeves has 16% control
        of B-Teller, Inc.
 
 14.
              GOING
                  CONCERN ISSUES
 
 New
        management cannot provide any assurances that they will be able to secure
        sufficient funds to satisfy the cash requirements for the next 12 months.
        The
        inability to secure additional funds would have a material adverse effect
        on the
        Company.
 
 These
        financial statements are presented on the basis that the Company will continue
        as a going concern. Other than the previously disclosed impairments, no
        adjustments have been made to these financial statements to give effect to
        valuation adjustments that may be necessary in the event the Company is not
        able
        to continue as a going concern. The effect of those adjustments, if any,
        to
        individual periods could be substantial.
 
 
 **ITEM
        2 - MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
        AND RESULTS OF OPERATIONS**
 
 Management’s
        discussion and analysis contains statements that are forward-looking and
        involve
        risks and uncertainties. Several factors could cause actual results to differ
        materially from those described in such forward-looking statements. This
        includes the Company’s ability to manage growth, involvement in litigation,
        competition, ongoing contractual relationships, dependence upon key personnel,
        changes in customer demand for product and services, and the adoption of
        new, or
        changes in, accounting policies, practices and estimates and the application
        of
        such policies, practices, and estimates, and federal and state governmental
        regulation.
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  The
        following financial data should be read in conjunction with the consolidated
        financial statements of B-Teller, Inc. related notes and other financial
        information appearing elsewhere in this report.
 
 **OVERVIEW**
 
 B-Teller,
        Inc. (“B-Teller”) (formerly known as Hot Products, Inc.com) and (formerly
        SC&T International, Inc.) was formed in June 1993. In 2002 we closed our
        business operations due to lack of funding and we were de-listed to the pink
        sheets for lack of current Securities and Exchange Commission filings.
 
 **NET
        REVENUES**
 
 Revenues
        for the quarter ended October 31, 2002 were $21,440 as compared to the quarter
        ended October 31, 2001 of $180,316. This decreased in revenue due to the
        closing
        of our business operations on September 2002.
 
 **SELLING
        AND PROMOTION**
 
 Sales
        and
        Promotion for the quarter ended October 31, 2002 were $299 as compared to
        the
        quarter ended October 31, 2001 of $3,061. This decreased in Sales and Promotion
        due to the closing of our business operations on September 2002.
 
 **OFFICE
        AND ADMINISTRATION**
 
 Office
        and Administration for the quarter ended October 31, 2002 were $39,530 as
        compared to the quarter ended October 31, 2001 of $152,401. This decreased
        in
        Office and Administration due to the closing of our business operations on
        September 2002.
 
 **GAIN
        ON EXTINGUISHMENT OF DEBT**
 
 In
        2002
        we closed our business operations due to lack of funding. Various liabilities
        previously incurred have been subsequently statutorily extinguished by the
        statute of limitation. The company had gains on extinguishment of debt for
        the
        quarter ended October 31, 2001 of $798,148; including the closing of the
        company’s Asian subsidiary. This debt was extinguished as it was beyond the
        statute of limitation. Also the company entered into a settlement agreement
        with
        the factor and Leslie Investment paid $17,500 in the settlement of this debt
        on
        behalf of the company.
 
 **OTHER
        EXPENSES AND INCOME**
 
 Other
        expenses and income was $0 for the quarter ended October 31, 2002 as compared
        to
        ($49,985) for the quarter ended October 31, 2001. In September 2002 the company
        closed its operations and had other income from the return of lease deposit
        of
        $23,080. In July 31, 2001the company disposed of its subsidiary in the United
        Kingdom of $137,850 and recognized a settlement of a law suit of $300,000
        with
        proceeds and the remaining ha d other income and interest expense of $28,220.
        In
        October 31, 2001 the company had losses from a interest expense from factor
        of
        $8,367 and other income of $58,352.
 
 **NET
        INCOME (LOSS)**
 
 Our
        net
        loss for the quarter ended October 31, 2002 was $39,371 as a result of closing
        our business in September 2002 as compared to net income for the quarter
        ended
        October 31, 2001 was $804,243 as result of the write off the liabilities
        from a
        gain on extinguishment of debt.
  11
 *Table
            of Contents*
  **NET
        INCOME PER SHARE**
 
 Net
        Loss
        per share was $0.00 for the quarter ended October 31, 2002 as compared to
        the
        net income of .08 for the quarter ended October 31, 2001.
 
 **LIQUIDITY
        AND CAPITAL RESOURCES**
 
 All
        of
        the company’s current obligations were funded through Leslie Investment. The
        company closed our business operations due to lack of funding.
 
 **Delinquent
        Filing of SEC Reports and Inadequacies of Disclosures**
 
 The
        Company failed to timely file with Securities and Exchange Commission (“SEC”)
        its periodic reports, including its annual reports on Form 10KSB for fiscal
        2002, 2003, 2004 and 2005, and its Form 10QSB reports for its 2003, 2004,
        2005.
        The Company intends to shortly complete the filing of all the required periodic
        reports.
 
 **Other
        Considerations**
 
 There
        are
        numerous factors that affect our business and the results of its operations.
        Sources of these factors include general economic and business conditions,
        federal and state regulation of business activities, the level of demand
        for the
        Company’s product or services, the level and intensity of competition pressures
        that may result, the Company’s ability to develop new services based on new or
        evolving technology and the market’s acceptance of those new services, the
        Company’s ability to timely and effectively manage periodic product transitions,
        the services, customer and geographic sales mix of any particular period,
        and
        the ability to continue to improve infrastructure including personnel and
        systems, to keep pace with the growth in its overall business
        activities.
 
 **Forward-Looking
        Statements**
 
 Except
        for historical information contained herein, this Form 10-QSB contains express
        or implied forward-looking statements within the meaning of Section 27A of
        the
        Securities Act of 1933 and Section 21E of the Exchange Act. The Company intends
        that such forward-looking statements be subject to the safe harbors created
        thereby. The Company may make written or oral forward-looking statements
        from
        time to time in filings with the SEC, in press releases, or otherwise. The
        words
“believes,” “expects,” “anticipates,” “intends,” “forecasts,” “project,”
“plans,” “estimates” and similar expressions identify forward-looking
        statements. Such statements reflect the current views with respect to future
        events and financial performance or operations and are only as of the date
        the
        statements are made. Forward-looking statements involve risks and uncertainties
        and readers are cautioned not to place undue reliance on forward-looking
        statements. The Company’s actual results may differ materially from such
        statements. Factors that cause or contribute to such differences include,
        but
        are not limited to, those discussed elsewhere in this Form 10-QSB, as well
        as
        those discussed in Form 10-KSB which is incorporated by reference in this
        Form
        10-QSB.
 
 Management
        believes that the assumptions underlying the forward-looking statements are
        reasonable, any of the assumptions could prove inaccurate and, therefore,
        there
        can be no assurance that the results contemplated in such forward-looking
        statements will be realized. The inclusion of such forward-looking information
        should not be regarded, as a representation that the future events, plans,
        or
        expectations contemplated will be achieved. The Company undertakes no obligation
        to publicly update, review, or revise any forward-looking statements to reflect
        any change in expectations or any change in events, conditions, or circumstances
        on which any such statements are based. Our filings with the Securities Exchange
        Commission, including the Form 10-KSB, and may be accessed at the SEC’s web
        site, www.sec.gov .
  12
 *Table
            of Contents*
 
 **PART
        II - OTHER INFORMATION**
 
 **IT****E****M
                1.**
              **LEGAL
                  PROCEEDINGS**
 
 We
        have
        no pending litigation with the Company
 
 **ITEM
                3.**
              **CONTROLS
                  AND
                  PROCEDURES**
 
 **Evaluation
        of Disclosure Controls and Procedures**
 
 The
        Company maintains controls and procedures designed to ensure that information
        required to be disclosed in this report is recorded, processed, accumulated,
        and
        reported to its management, including the chief executive officer to allow
        timely decisions regarding the required disclosures. Within the 90 days prior
        to
        the filing date of this report, B-Teller’s management, with the participation of
        its chief executive officer and corporate accounting, performed an evaluation
        of
        the effectiveness of the design and operation of these disclosure controls
        and
        procedures. This officer and management have concluded that such disclosure
        controls and procedures are effective at ensuring that required information
        is
        disclosed in the Company’s reports.
 
 **Changes
        in Internal Controls**
 
 There
        were no significant changes in the Company’s internal controls or in other
        factors that could significantly affect these controls subsequent to the
        evaluation date.
 
 
 **ITEM
                6:**
              **EXHIBITS
                  AND REPORTS ON FORM
                  8-K**
 
 **Reports
        on Form 8-K**
 
 Changes
        in Registrant’s Certifying Accountant.
 
 **SIGNATURES**
 
 In
        accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934,
        the
        Registrant has duly caused this report to be signed on its behalf by the
        undersigned, there unto duly authorized.
 
 B-TELLER
        USA, INC.
 
 By/s/
                  Armando Russo**President**By/s/J.
                  A. Claydon**Secretary**






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