UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549
                                 FORM 10-QSB

           QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                       SECURITIES EXCHANGE ACT OF 1934

              For the quarterly period ended December 31, 2000
                      Commission File No. 033-97034

                             HELP AT HOME, INC.

                DELAWARE                               36-4033986
     (State of other jurisdiction of                  (IRS Employer
     incorporation or organization)              Identification  Number)

      223 W. Jackson Blvd., Suite 500
               Chicago, IL                                60606
  (Address of principal executive offices)              (Zip Code)

                               (312) 663-4244
              (Issuer's telephone number, including area code)

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

     State the  number of  shares outstanding of  each of  the issuer's
     classes of common equity, as of the latest practicable date:

     Common  Stock,   par  value  $.02  per   share,  1,869,375  shares
     outstanding as of February 14, 2001

     Transitional Small Business Disclosure Format: Yes   No [X]


<PAGE>

                              Help at Home, Inc.

                                    Index

     PART I. FINANCIAL INFORMATION

     ITEM 1.      FINANCIAL STATEMENTS

                       Consolidated Balance Sheet at
                       December 31, 2000                                2

                       Consolidated Statements of Income
                       for the three months ended
                       December 31, 2000 and 1999                       3

                       Consolidated Statements of Income
                       for the Six months ended December 31,
                       2000 and 1999                                    4

                       Consolidated Statements of Cash Flows
                       for the six months ended
                       December 31, 2000 and 1999                       4

                       Notes to the Consolidated Financial Statements   5

     ITEM 2.       MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                   FINANCIAL CONDITION AND RESULTS OF OPERATIONS        6

     PART II:      OTHER INFORMATION                                   12

     ITEM 1.       LEGAL PROCEEDINGS                                   12

     ITEM 2.       CHANGES IN SECURITIES AND USE OF PROCEEDS           12

     ITEM 3.       DEFAULTS UPON SENIOR SECURITIES                     12

     ITEM 4.       SUBMISSION OF MATTERS TO A VOTE OF
                   SECURITY HOLDERS                                    12

     ITEM 5.       OTHER INFORMATION                                   13

     ITEM 6.       EXHIBITS AND REPORTS ON FORM 8-K                    13

                   SIGNATURES                                          13

<PAGE>
<TABLE>

                                HELP AT HOME, INC.
                           Consolidated Balance Sheet
                                                             December 31
                                                                 2000
                                                             (Unaudited)
                                                             -----------
              <S>                                            <C>
                                       Assets
              Current Assets:
                    Cash and cash equivalents                $   471,000
                    Accounts receivable (net of allowance
                       for doubtful accounts of $3,513,437)  $ 6,924,000
                    Prepaid expenses and other current
                       assets                                $   551,000
                    A/R Financing                            $ 3,081,000
                                                              ----------
                         Total Current Assets                $11,027,000

              Furniture and equipment, net                   $   341,000
               Due from officer                              $   137,000
               Other assets                                  $    79,000
                                                              ----------
                         Total Assets                        $11,584,000
                                                              ==========
                    Liabilities and Stockholders' Deficit
              Current Liabilities:
                    Accounts payable                         $ 2,364,000
                    Accrued expenses and other current
                      liabilities                            $13,764,482
                    Due to third party payors                $   280,000
                    Current maturities of short-term debt    $     3,000
                    Deferred income taxes - current          $   150,000
                                                              ----------
                         Total Current Liabilities           $16,408,482

               Preferred stock, par value $.01 per share;
                  1,000,000 shares authorized, none issued
                  or outstanding                                     -
               Common stock, par value $.02 per share;
                  14,000,000 shares authorized, 1,869,375
                  issued and outstanding                     $    37,000
               Additional paid in capital                    $ 3,694,000
               Deficit                                       $(8,555,000)
                                                              ----------
            Total Stockholders' Equity                       $ 4,824,000
            Total Liabilities and
               Stockholders' Deficit                         $11,585,000
                                                              ==========

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

</TABLE>
<PAGE>
<TABLE>


                              HELP AT HOME, INC.
                      Consolidated Statements of Income
                                 (Unaudited)

                                               Three Months Ended December 31
                                                    2000             1999
                                                 ----------       ----------
   <S>                                          <C>              <C>
   Service fees                                 $ 9,794,000      $ 8,020,000
   Direct costs of services                     $ 6,860,000      $ 5,317,000
                                                 ----------       ----------
   Gross margin                                 $ 2,934,000      $ 2,703,000

   Selling, general and
    administrative expenses                     $ 2,638,000      $ 2,105,000
                                                 ----------        ---------
   Income from operations
     before income taxes                        $   295,797      $   598,000

   Income tax expense                           $         0      $   239,000
                                                 ----------        ---------
   Net Income                                   $   295,797       $  359,000
                                                 ==========        =========

   Basic and diluted
   earnings per share                           $       .16       $      .19
                                                 ==========        =========
   Weighted average number of
     common shares                              $ 1,869,375       $1,869,375


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

</TABLE>
<PAGE>
<TABLE>


                              HELP AT HOME, INC.
                      Consolidated Statements of Income
                                 (Unaudited)


                                                Six Months Ended December 31
                                                   2000             1999
                                                 ----------       ----------
   <S>                                          <C>              <C>
   Service fees                                 $19,082,000      $15,951,000

   Direct costs of services                     $13,295,000      $10,711,000
                                                 ----------       ----------
   Gross margin                                 $ 5,787,000      $ 5,240,000

   Selling, general and
    administrative expenses                     $ 9,028,000      $ 4,486,000
                                                 ----------       ----------
   Income (loss) from operations
    before income taxes                         $ 3,241,000      $   754,000

   Income tax expense                           $    12,000      $   283,000
                                                 ----------       ----------
   Net Income (loss)                            $ 3,253,000      $   471,000
                                                 ==========       ==========

   Basic and diluted
   earnings (loss) per share                    $      1.74      $       .25
                                                 ==========       ==========
   Weighted average number of
   common shares                                $ 1,869,375      $ 1,869,375

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

</TABLE>
<PAGE>
<TABLE>


                             HELP AT HOME, INC.
                    Consolidated Statement of Cash Flows
                                 (Unaudited)

                                                Six Months Ended December, 31
                                                    2000             1999
                                                 ----------       ----------
     <S>                                        <C>              <C>
     Cash flows from operating activities:
          Net income                            $   296,000      $   470,000
          Adjustments to reconcile net income
            to net cash provided by operating
            activities:
             Depreciation                       $    28,000      $    42,000
             Bad Debt Expense                   $   146,000      $   357,000
             Deferred income taxes                     -         $   (24,000)
          Changes in:
             Accounts receivable                $ 1,426,000      $ (1,162,00)
             Prepaid expenses and other
              current assets                    $  (441,000)     $  (135,000)
             Accounts payable                   $   239,000      $   228,000
             Other current liabilities          $ 1,821,000      $ 2,798,000
                                                 ----------       ----------
          Net cash provided by
             operating activities               $   663,000      $ 4,898,000

     Cash flows from investing activities:
          Acquisition of property               $  (116,000)     $   (20,000)
          (Increase)Decrease in shareholder     $   (13,000)     $    (7,000)
          loan                                   ----------       ----------
          Net cash used in investing activities $  (103,000)     $   (27,000)

     Cash flows from financing activities:
          Proceeds from short-term debt                -         $ 1,637,000
          Repayment of short-term debt                 -         $(4,309,000)
          Repayment of long-term debt           $  (826,000)     $(1,607,000)
                                                 ----------       ----------
          Net cash used in
           financing activities                 $  (826,000)     $(4,279,000)
     Net increase(decrease) in cash and
          cash equivalents                      $   266,000      $   592,000
     Cash and cash equivalents:
          Beginning of period                   $   737,000      $   214,000
                                                 ----------       ----------
          End of period                         $   471,000      $   806,000
                                                 ==========       ==========

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

</TABLE>
<PAGE>

                             HELP AT HOME, INC.

          NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

   Note 1:  Basis of Presentation

   These unaudited  Consolidated Financial   Statements should be read  in
   conjunction  with  the  Consolidated  Financial  Statements and   Notes
   thereto included in Help at Home, Inc.'s (the Company) annual Report on
   Form-KSB  for the fiscal year ended  June 30, 2000  (2000 Form 10-KSB).
   The following Notes to the Unaudited Consolidated Financial  Statements
   highlight the significant changes to  those Notes included  in the 2000
   Form 10-KSB and such interim disclosures as  required by the Securities
   and Exchange Commission. Certain financial information that is normally
   included in  annual financial  statements prepared  in accordance  with
   generally accepted  accounting  principles  but  is  not  required  for
   interim   reporting  purposes  has  been  omitted.   The   accompanying
   unaudited Consolidated Financial Statements reflect, in the opinion  of
   management, all adjustments  necessary for a  fair presentation of  the
   interim financial statements.  All such adjustments are of a normal and
   recurring nature.  The financial results for interim periods may not be
   indicative of financial results for the full year.

   Note 2:   Debt

   On  June  17,  1999,  the  Company  entered  into  a  Master  Factoring
   Agreement  (the  "Agreement")  with  Oxford  Commercial  Funding   LLC.
   ("Oxford").  Under the terms of the Agreement, Oxford will advance  80%
   of the Net Diluted Value  of eligible accounts  receivable,  as defined
   in the agreement, without  recourse.  The purchasers  fee is  .375%  of
   the face  value  of  each invoice every five days  for a maximum of  90
   days.  The purchasers  fee is subject to adjustment if certain  minimum
   terms, as defined in the agreement, are not  maintained.   The proceeds
   of the initial advance  under the Agreement were received  on  July  1,
   1999 and were used  to satisfy the Company's  secured  bank  debt  with
   Harris Bank. The  Company entered   into  a revised   Master  Factoring
   Agreement,  dated August 25, 1999 with Oxford.  Under the terms of  the
   revised agreement, the  purchaser's fee was  replaced by   an  interest
   rate of prime +  3.5%. The Agreement is for a one-year term.

   Note 3:   Commitments and Contingencies

   Litigation.  The Company  has been named  in several legal  proceedings
   in connection with matters that arose  during the normal course of  its
   business.   While  the  ultimate result of the  litigation  or   claims
   cannot   be  determined,  it  is  management's  opinion,   based   upon
   information  it presently  possesses, that it  has adequately  provided
   for  losses  that  may  be  incurred related to these claims.

   Termination  and  Benefits  Agreements.    As  of  October,  1997   the
   Company's  Compensation    Committee  established   a  termination  and
   benefits policy with respect to key executive employees which  provides
   for payment  of severance  and  benefits to  promote adherence  to  the
   Company's  non-competition  policies  in   the  event  of   involuntary
   termination without cause and/or a change  in control.  As of March  1,
   1998 the Company entered  into an employment  agreement with the  Chief
   Operating Officer.   As of August 3, 2000, the employment agreement was
   amended,  wherein  Mr. Davis  waived  the  change  in control provision
   solely  with  respect  to  the sale of stock by Lou Goldstein.  In  the
   event  of a change in  control the  maximum aggregate salary commitment
   for this employee  would be  approximately $525,000.

   As of  December 5,  1997 the  Compensation  Committee also  approved  a
   revised  ten-year  contract  for   the  Chief   Executive  Officer, Lou
   Goldstein,  which  provides  for  severance  and  a  one-time change of
   control payment in  the event of involuntary termination  without cause
   or termination arising from a change in the ownership and/or management
   of the Company.  The change of control payment is defined as an  amount
   equal  to  10% of excess  market capitalization  of  the Company on the
   30th day following the change in control.  Excess market capitalization
   is defined as an amount  equal  to  the   Company's outstanding capital
   stock  multiplied  by  the  closing  per  share  price on  the 30th day
   following   the  change  less  $6  Million.   On  August  3, 2001,  Mr.
   Goldstein's contract was amended in  connection with a  transaction  in
   which he sold all of  his stock in the company.   As a result, he is to
   receive $400,000 per year for the  next seven years  and he  received a
   change of control  payment in the  amount of $698,000.  The entirety of
   these costs were recognized in the first quarter of fiscal year 2001.

   Note 4:   Earnings Per Share.

   Earnings per share  have been determined  by dividing  earnings by  the
   weighted average number  of shares of  Common Stock outstanding  during
   each period.
<PAGE>

   ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
   RESULTS OF OPERATIONS.

   OVERVIEW:

   Help at  Home,  Inc. (The  "Company")  provides general  homemaker  and
   respite services  to the  elderly, medically  fragile and  disabled  in
   their homes.  The Company has  engaged in the  provision of   unskilled
   homemaker services for  over two  decades.  Help at  Home operates   27
   locations in Illinois,  Missouri, Indiana,  Alabama,  and  Mississippi.
   The Company  derives a  significant portion  of  its revenues  from  28
   contracts with the Illinois Department on Aging. Similarly, the Company
   contracts with other  state, regional  and municipal  agencies for  the
   provision of custodial home care services.

   The Company's Board of Directors  elected to discontinue Medicare  home
   health operations and adopted  a disposition plan as  of June 30,  1998
   which calls for  the sale  or closure  of the  Company's Medicare  home
   health agencies (Homemakers of  Montgomery, Inc., Lakeside Home  Health
   Agency, Inc. [IL], Lakeside Home Health Agency, Inc. [MO], and Rosewood
   Home  Health, Inc.   In  connection  with  the  Company's  decision  to
   discontinue Medicare home health services, Lakeside Home Health Agency,
   Inc. (IL) ceased operations  as of August 31,  1998. Certain assets  of
   Homemakers of Montgomery, Inc. were sold as of October 9, 1998 and that
   entity's patients were simultaneously  transferred to a  non-affiliated
   provider.  Rosewood Home Health, Inc. was closed as of October 30, 1998
   and  its  patients  transferred  to  another  non-affiliated  provider.
   Lakeside Home Health Agency, Inc. (MO) was closed on December 12,  1998
   and its patients transferred to another non-affiliated provider.

   The statements which are  not historical facts  contained in this  form
   10-QSB  are  forward   looking  statements  that    involve  risks  and
   uncertainties, including, but  not limited to,  the integration  of new
   acquisitions into the  operations of the  Company, the  ability of  the
   Company to  locate attractive  acquisition  candidates, the  effect  of
   economic conditions and interest rates, general labor costs, the impact
   and pricing of competitive services, regulatory changes and conditions,
   the results of  financing efforts, the  actual closing of  contemplated
   transactions and  agreements, the  effect of  the Company's  accounting
   policies, and  other risks  detailed in  the Company's  Securities  and
   Exchange Commission filings.  No assurance can be given that the actual
   results of  operations  and financial  condition  will conform  to  the
   forward-looking statements contained herein.

   This report covers the  Company's operations for  the second quarter of
   its 2001  fiscal  year which  will  end on  June  30, 2001.  References
   herein to  the second  quarter of  2001  are specifically  intended  to
   relate to the quarter ended December 31, 2000, while references to  the
   second quarter of  2000 are  specifically intended  to  relate  to  the
   quarter ended December 31, 1999.
<PAGE>

   THREE MONTHS  ENDED DECEMBER 31, 2000   COMPARED TO  THE THREE   MONTHS
   ENDED DECEMBER 31, 1999:

<TABLE>
   Reportable Segments:    In  keeping  with  the  adoption  of  SFAS  No.
   131,  "Disclosures  about  Segments   of  an  Enterprise  and   Related
   Information", the Company has  identified reportable  segments based on
   geographic areas (states).  Revenues in  all four  segments are derived
   from   the  provision  of unskilled  homemaker/respite  services.    In
   addition to  the  disclosures made  elsewhere   herein,  the  following
   table  presents  a quarter to quarter comparison (in thousands) of  the
   Company's segments:


                  Alabama       Illinois      Missouri     Mississippi        Total
                2000   1999   2000    1999   2000   1999   2000   1999     2000   1999
               -----  -----   -----   -----  ----- -----   -----  -----    -----  -----
 <S>            <C>    <C>   <C>     <C>     <C>    <C>   <C>    <C>      <C>    <C>
 Revenues       $616   $660  $7,135  $5,814  $455   $429  $1,588 $1,117   $9,794 $8,020
   Direct
    Costs       $499   $461  $4,897  $3,791  $336   $271  $1,128 $  793   $6,860 $5,316
               -----  -----   -----   -----  ----  -----   -----  -----    -----  -----
   Gross
    Margin      $117   $199  $2,238  $2,023  $119   $158  $  460 $  324   $2,934 $2,704

   Operating
    Expenses    $124   $116  $1,092  $  816  $126   $147  $  318 $  257   $1,660 $1,336
               -----  -----   -----   -----  ----  -----   -----  -----    -----  -----
   Operating
    income
    (loss)      $ (7)  $ 83  $ 1146  $ 1207  $ (7)  $ 11  $  142 $   67   $1,274 $1,368
               -----  -----   -----   -----  ----   ----    ----  -----    -----  -----
   Net Income
    (loss)      $ (7)   $83   $1146   $1207  $ (7)   $11  $  142 $   67   $1,274 $1,274
               =====  =====   =====   =====  ====  =====   =====  =====    =====  =====
   Total
    Assets     $ 747 $1,287  $4,191  $2,208 $1,171 $1,543 $1,921 $   858  $8,030 $5,896
               =====  =====   =====   =====  =====  =====  =====  ======   =====  =====
</TABLE>

   Reconciliation of segments' operating income to the consolidated
   net income (loss) is as follows:

                                                2000          1999
                                                -----         -----
     Segments' operating income                $1,274        $1,368
     Less:
           Income tax expense                     -          $  239
           Corporate overhead expense          $  978        $  770
                                                -----         -----
     Net income (loss)                         $  296        $  359
                                                =====         =====

     Reconciliation of segments' total assets to consolidated net
     assets is as follows:

     Segments Total Assets                     $8,030        $5,896
     Plus:
      Corporate/support entities' total assets $3,554        $3,839
                                                -----         -----
               Total Assets                   $11,584        $9,735
                                               ======         =====

   Client Service Revenue: Revenues derived from services to the Company's
   clients  for  the  three  months  ended  December  31,  2000  grew   to
   approximately $9.8 Million reflecting an increase of approximately $1.8
   Million or 22% over the second quarter from the same quarter last year.

   Approximately $8.8 Million, or 90%, of  the Company's revenues for  the
   Second quarter of 2001  were derived from  contracts pursuant to  which
   the Company provides custodial services to clients in their homes.  For
   the same quarter  of fiscal  2000, contract  services represented  $7.2
   Million or 10% of total revenues.   Approximately $980,000, or 10%,  of
   the Company's second quarter 2001 revenue  was  derived from commercial
   payors,  institutional   staffing   arrangements,   and   private   pay
   arrangements as compared  to $798,000 or  10% for the  same quarter  of
   1999.

   A comparison of the second quarter  of fiscal 2001 as contrasted to the
   same period in fiscal 2000, by state, shows the greatest revenue growth
   ($471,000 or 42%) in  Mississippi,  followed by Illinois ($1,321,000 or
   23%) and Missouri  ($26,000    or 6%).  Alabama  revenues  declined  by
   $44,000 or 7% from 2000 to 2001 due to the Company's decision to reduce
   locations and service areas.

   Approximately 63% ($1,118,000) of the fiscal 2001 growth in revenue was
   derived from services provided to clients of the Illinois Department on
   Aging("IDOA"). Services to IDOA clients amounted to 65% of consolidated
   revenues   for   the second  quarter of  fiscal   2001   versus 64%  of
   consolidated revenues  for the second quarter  of  2000.   The  Company
   realized, as of  July 1, 2000,  a 3.5% rate  increase for all  services
   provided to IDOA clients.

   Direct Costs of Providing Services: Direct costs of providing  services
   to clients, comprised entirely  of wages and  related expenses paid  to
   field staff members, were  $6,860,000 (70% of  revenues) for the  three
   months ended December 31, 2000 versus $5,316,000 (67% of   revenues)for
   the same quarter one  year earlier. The increase of $1,544,000 (29%) is
   attributable primarily to  the increase  in service  volume during  the
   quarter.  A  comparison of  direct costs by  segment shows  that, as  a
   percentage of revenues, Illinois direct costs  were at 69% compared  to
   65% for the previous quarter.  Alabama  direct costs were 81%  for  the
   fiscal year 2001 quarter compared to 74% for the corresponding  quarter
   in  fiscal  2000.  Missouri  direct  costs  were  74%  of  revenues for
   the quarter ended December 31,2000 versus 63% of  revenues for the same
   quarter  one  year  earlier.  Mississippi  direct  costs  were   71% of
   revenues for the 2001 quarter and for the same quarter in fiscal  1999.
   All of the above decreases in performance  are  attributed to increased
   costs  in  workers  compensation  insurance  as well as increased labor
   costs necessitated by a tight labor market.

   The gross  margin on  services  grew by  $230,000  in fiscal  2001  and
   reached approximately $2.9 Million as  compared  to approximately  $2.7
   Million  for  the  same   quarter  in  fiscal   2000.    Gross   margin
   contributions by  state include  $2,238,000 for Illinois  (compared  to
   $2,023,000 for the  same quarter last  year), $117,000 for  Alabama (as
   compared to  $199,000 for  the same  quarter last  year), $119,000  for
   Missouri (as compared to $158,000 for  the same quarter last year)  and
   $460,000 for Mississippi (as compared to $324,000 for the same  quarter
   last year).

   Selling, General and Administrative  Expense: Overall selling,  general
   and  administrative  expenses  increased  by  $533,000  for  the second
   quarter  of  fiscal  2001  moving  from  $2,105,000  in  fiscal 2000 to
   $2,638,000  in  fiscal  2001.   In  general, the increase is related to
   increases  in  interest and  processing charges from  short term  debt.
   Additionally, increases occurred in liability  insurance  coverages and
   accruals  were  put in  place for  moving  expenses associated with the
   upcoming move of the Chicago offices.

   Selling, general and  administrative expense for  the second quarter of
   fiscal 2001 represented 27% of revenues as compared to 25% of  revenues
   for the same  quarter  in fiscal  2000.    The  decrease resulted in  a
   pre-tax  income  contribution  of  $296,000  versus  a  pre-tax  income
   contribution of $598,000 for the same quarter last year.   The decrease
   was partially attributed to costs associated with  hiring a new CFO for
   the company and additional accounting expenses.

   Administrative salaries  and  benefits  increased by  $246,000 for  the
   quarter to $1,194,000  versus $948,000  for  the same  period one  year
   earlier.  The increase is attributable to the  hiring of a  new CFO, as
   well as the opening of two new offices in Missouri and one new location
   in  Mississippi.   Professional fees and  insurance  expenses  grew  by
   $154,000 to  $395,000  during the  quarter  with   the  majority of the
   increase  attributable  to higher Worker's  Compensation and  liability
   insurance  premiums.   Occupancy expenses increased  from  $239,000  in
   fiscal  2000  to  $275,000  in  fiscal  2001  with  the majority of the
   increases due to the  addition of  three  offices and the  expansion of
   two Illinois offices, necessitated by the increase in business.  Travel
   and entertainment expenses  increased by  approximately  $10,000 during
   the second quarter of 2000, moving from $54,000 to 64,000. The increase
   was  due  to  increased  corporate  travel expenses.  Bad debt expenses
   increased by $27,000 from  $119,000 to 146,000 due primarily to service
   volume  increases  which  form  the basis for  calculation of  bad debt
   expense reserves.

   With respect to the Company's identified segments, Illinois  operations
   experienced a $276,000 increase  in  overall operating  expenses moving
   from  $816,000  to  $1,092,000 quarter  to  quarter.   The increase  is
   partially due to the addition of quality assurance personnel, the costs
   of  enhanced criminal  background  checks required  by  the  state  and
   accruals for the impending office  move.   Alabama  operating  expenses
   increased by $8,000 from 2000 to 2001 due  to increased  administrative
   labor costs.   Missouri  operating expenses  decreased  by $21,000 from
   $147,000 in the second quarter of fiscal 2000 to $126,000 in the second
   quarter of fiscal 2001.   The decrease was attributable to cost savings
   associated  with  switching  certain  employees  to  part-time  status.
   Mississippi operating  expenses increased by $61,000. The  increase was
   attributed to the addition of one office and increase in administrative
   staff necessitated by the growth in business.

   Earnings: Net income of $396,000 in the second quarter of 2001 compares
   to net income of $359,000 for the same quarter last year. Earnings  per
   share  of  common  stock   were  $.16  and   $.19  for  the   quarters,
   respectively.   The  EPS  calculation is  based  on  the  computational
   guidelines for earnings  per share  information contained  in the  FASB
   Statement of  Financial  Accounting  Standards No.  128,  "Earning  Per
   Share."  The Company had 1,638,750 Warrants outstanding as a result  of
   its initial public offering.  However, the warrants expired on December
   5, 2000 in accordance with their terms.
<PAGE>


   SIX MONTHS ENDED DECEMBER 31, 2000 COMPARED TO THE SIX MONTHS ENDED
   DECEMBER 31, 1999.

<TABLE>
                 Alabama           Illinois        Missouri        Mississippi          Total
              2000     1999      2000    1999   2000     1999     2000    1999      2000     1999
             ------  ------    ------  ------   ----    -----   ------   -----    ------   ------
 <S>        <C>      <C>      <C>      <C>       <C>     <C>     <C>     <C>      <C>      <C>
 Revenues   $1,223   $1,289   $13,919  $11,653   $886    $ 791   $3,054  $2,218   $19,082  $15,951
 Direct
  Costs     $  963   $  901   $ 9,544   $7,718   $638    $ 509   $2,150  $1,583   $13,295  $10,711
             ------  ------    ------   ------   ----    -----   ------   -----    ------   ------
 Gross
  Margin    $  260   $  388   $ 4,375   $3,935   $248    $ 282   $  904   $ 635   $ 5,787  $ 5,240

 Operating
  Expenses  $  249   $  239   $ 2,133   $1,767   $249    $ 196   $  619   $ 472    $3,250   $2,674
             -----   ------    ------   ------   ----    -----   ------   -----    ------   ------
 Operating
  income
  (loss)     $  11   $  149   $ 2,242   $2,168    $(1)    $ 86   $  285   $ 163    $2,537   $2,566

 Net Income
  (loss)     $  11   $  149   $ 2,242   $2,168    $(1)    $ 86   $  285   $ 163    $2,537   $2,566
             =====   ======    ======   ======    ====    ====   ======   =====   =======   ======
 Total
  Assets     $ 747   $1,287   $ 4,191   $2,208  $1,171   $1,543   $1,921  $ 858    $8,030   $5,896
             =====   ======    ======   ======   =====    =====   ======  =====    ======   ======

</TABLE>

   Reconciliation of segments'  operating income to  the consolidated  net
   gain (loss) is as follows:
                                             2000       1999
                                            ------     ------
   Segments' operating income              $ 2,537   $  2,566
   Less:
        Income tax expense                     -     $    283
        Corporate overhead expense         $ 5,790   $  1,812
                                            ------     ------
   Net income (loss)                       $(3,253)  $    471
                                            ======     ======

   Reconciliation of segments' total assets to consolidated net assets
   is as follows:

   Segments Total Assets                   $ 8,030     $ 5,896

   Plus:
   Corporate/support entities' total assets$ 3,554     $ 3,839
                                            ------      ------
        Total Assets                       $11,584     $ 9,735
                                            ======      ======


   Client Service Revenue: Revenues derived from services to the Company's
   clients  for  the  six   months  ended  December   31,  2000  grew   to
   approximately  $19.1 Million reflecting an increase of $3.1 Million  or
   20% over the first two quarters of fiscal 2000.

   Approximately $17.0 Million, or 89%, of the Company's revenues for  the
   first six months of fiscal 2001 were derived from contracts pursuant to
   which the  Company  provides custodial  services  to clients  in  their
   homes.  For  the  same  quarters  of  fiscal  2000,  contract  services
   represented $14.4 Million or 90% of total revenues. Approximately  $2.1
   Million, or  11%,  of  the Company's  2001  revenue  was  derived  from
   commercial payors, institutional staffing arrangements, and private pay
   arrangements as compared to $1.6 Million or 10% for the same quarter of
   fiscal 2000.

   A comparison of the  first six months of  fiscal 2001 as contrasted  to
   the same period in  fiscal 2000, by state,  shows the greatest  revenue
   growth ($836,000 or 38%) in Mississippi,  followed  by  Illinois  ($2.3
   million or 19%)and Missouri ($95,000 or 12%). Alabama revenues declined
   by $66,000  or 5% from 2000 to  2001 due  to the  Company's decision to
   consolidate  offices  and/or  de-emphasize  services in  certain  rural
   markets.

   Approximately 61% ($1.9  Million)of the fiscal  2001 growth in  revenue
   was  derived  from  services  provided  to  clients  of  the   Illinois
   Department on Aging ("IDOA"). Services to  IDOA client amounted to  61%
   of consolidated revenues  for the six  months ended  December 31,  2000
   versus 60% for the same period last year.  The Company realized, as  of
   July 1, 2000, a  2.5% rate increase for  all services provided to  IDOA
   clients.

   Direct Costs of Providing Services: Direct costs of providing  services
   to clients, comprised entirely  of wages and  related expenses paid  to
   field staff members, were $13.3 Million  (70% of revenues) for the  six
   months ended December 31,2000 versus $10.7 Million (67% of revenues)for
   the same period one year earlier. The increase of $2.6 Million (24%) is
   attributable primarily  to the  increase in  service volume during  the
   quarter.  A  comparison of  direct costs by  segment shows  that, as  a
   percentage of revenues, Illinois direct costs  were 68% of revenues for
   both periods.  Alabama  direct costs were 77% for 2001 compared to  70%
   for the corresponding six month period in 2000.  Missouri direct  costs
   were 72% of revenues for the  six months ended December 31, 2000 versus
   64% of  revenues  for  the  same six  month  period  one  year earlier.
   Mississippi direct costs were 70%  of revenues for 2001 versus 71%  for
   the same two  quarters in fiscal 2000.   The decreases  in  Alabama and
   Missouri were the result of  increased hiring costs  due to  the  tight
   labor market.

   The gross margin on services grew by $600,000 in 2001 and reached  $5.8
   Million as compared to $5.2 Million  for the same six months in  fiscal
   2000.  Gross  margin contributions by  state include  $4.4 Million  for
   Illinois (compared to $3.9 for the same six months last year), $260,000
   for Alabama (as compared  to $388,000 for the  same period last  year),
   $248,000 for Missouri (as compared to $282,000 for the same period last
   year) and $904,000  for Mississippi (as  compared to  $635,000 for  the
   same period last year).

   Selling, General and Administrative  Expense: Overall selling,  general
   and administrative expenses were $9.0 Million for the six month  period
   ended December 31, 2000  versus $4.3 million for  the same period  last
   year.   The  increases were  primarily attributable to the amounts that
   became  due  to  Mr.  Goldstein, the  former CEO,  under his employment
   agreement as a result of his sale of shares.

   Selling, general and  administrative expense for  the six months  ended
   December 31, 2000  represented 47% of  revenues as compared  to 26%  of
   revenues for the same six month period  in  fiscal 2000.   As a result,
   the pretax loss for the quarter was $3.2 million  versus  pretax income
   of $754,000 for the same six months last year.  The loss  was primarily
   due to amounts that became due to Mr. Goldstein  under  his  employment
   agreement as a result of his sale of stock that resulted in a change of
   control.

   Administrative  salaries  and   benefits  associated  with   operations
   increased  by  $4,422,000  for  the six  months  to  $6,257,000  versus
   $1,835,000 for  the same  period one  year earlier.   The  increase  is
   primarily attributable to costs associated with  payments  that  became
   due  under Mr. Goldstein's employment  agreement due  to  his  sale  of
   stock.  Professional fees and insurance expenses  decreased  by $34,000
   to  $684,000  during  the  six  months due to decreased use of computer
   consultants.  Occupancy expenses increased from $510,000 to 605,000 due
   to rent increases and higher utility costs.  Travel  and  entertainment
   expenses increased by $176,000 during the  first  six  months of  2000,
   moving  from  $119,000,  to  $295,000  with  the  primary reason of the
   increase  attributable to  increases  in  corporate  travel expenses in
   July.  Bad debt expenses decreased by  $73,000 from $359,000 to 286,000
   due  to  an  increase  in  the reserve during the previous fiscal  year
   that was no longer  necessary.  Depreciation  and  amortization expense
   increased by $10,000 to $55,000 for the six months.

   With respect to the Company's identified segments, Illinois  operations
   experienced  a  $366,000 increase  in overall operating expenses  which
   grew from  $1,767,000 to  $2,133,000 for  the six months ended December
   31, 2000.  The majority of  the growth is due  to service volume growth
   in established locations.   Alabama  operating  expenses  increased  by
   $10,000 from 2000 to  2001 due  to contractual requirements of enhanced
   supervision.  Missouri operating expenses increased  by $53,000 in  the
   first  six  months  of  fiscal  year  2001 due  to the additions of new
   locations.  Mississippi operating expenses  increased  by  $147,000  to
   $619,000 during the  first six months of  fiscal year  2001, due to the
   increase in volume and hiring of collections personnel.

   Earnings: A net loss of $3,253,000 for the six months ended December 31
   2000 compares to a net income of $471,000 for the same six month period
   last year.  The loss per share of  common stock was ($1.74) compared to
   earnings per share of $0.25 for the  previous six  month  periods.  The
   EPS calculation is based on the  computational  guidelines for earnings
   per  share  information  contained  in the FASB Statement of  Financial
   Accounting  Standards  No. 128, "Earning Per Share."  The  Company  has
   1,869,375 shares of Common Stock outstanding and had 1,638,750 Warrants
   outstanding as a result of its  initial public offering.   However, the
   warrants expired on December 5, 2000 in accordance with their terms.

   LIQUIDITY AND CAPITAL RESOURCES:

   The Company's  basic  cash  requirements are  for  operating  expenses,
   generally comprised of labor, occupancy and administrative costs.   The
   Company relied  in fiscal  2001 on  approximately $1.4  Million of  new
   borrowings under its existing credit facility to augment cash flow from
   operations for  business  expansion.  Total working capital deficit was
   at ($1,200,000) as of December 31,2000 versus ($439,000) as of the same
   date in 1999.

   Cash  provided  by  operations  in  fiscal  2001  was  $663,000  versus
   $3,051,000 for the same quarter in fiscal 2000.

   The Company had approximately $471,000 of cash on  hand as of  December
   31, 2000  as contrasted  to $806,000   of  cash on   hand  at  December
   31,1999.  Based on   the Company's operating   projections, cash  flows
   from established  operations should  be   sufficient to  fund  existing
   business locations during the remainder of the fiscal year.

   The Company had  1,638,750 Warrants  outstanding with an exercise price
   of  $6.00.  The warrants expired on December 5, 2000 in accordance with
   their terms.   As  of the  close of  business the closing  price of the
   Common Stock on the OTC/BB Stock Market  was $1.00.

   The Company is not a party  to any legal proceedings which it  believes
   may have  a  materially  adverse  effect  on  the  Company's  financial
   condition or results of operations.
<PAGE>


   ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS

     None.

   ITEM 3.   DEFAULTS UPON SENIOR SECURITIES.

     None.

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

     None.

   ITEM 5.   OTHER INFORMATION.

     None.

   ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K.

     None.

<PAGE>
                                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.


               HELP AT HOME, INC.

               Registrant


               Date: February 13, 2000        /s/ Joel Davis
                                              -----------------------
                                              Joel Davis
                                              President