SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

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

For the quarterly period ended: March 31, 2002

OR

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

For the transition period from _______________ to _________________

Commission file number: 1-13563

LASER MORTGAGE MANAGEMENT, INC.(Exact name of registrant as specified in its charter)

|DELAWARE
(State or other jurisdiction of incorporation or
Organization) | 22-3535916
(I.R.S. Employer
Identification No.)
|----------------------------------------------------------------------- | -----------------------------------------------

c\o Mariner Investment Group, Inc.
780 Third Avenue, 16th Floor
New York, NY 10017
(Address of principal executive offices)
(Zip Code)

(212) 758-2024
(Registrant's telephone number, including area code)

Indicate
by check mark whether the registrant (1) has filed all documents and reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days:

Yes X No ___

Indicate
the number of shares outstanding of each of the issuer's classes of stock,
as of the last practicable date: 14,038,983 shares of common stock, $0.001 par
value, outstanding as of May 1, 2002.

LASER MORTGAGE MANAGEMENT, INC.

FORM 10-Q

INDEX

|PART I.   FINANCIAL INFORMATION | 1 | 
|------------------------------- | - | 

| | Item 1. Financial Statements | 1 | 
| | ---------------------------- | - | 

| | Statements of Net Assets in Liquidation as of March 31, 2002 (Unaudited) and
December 31, 2001 (Liquidation Basis) | 1 | 
| | ------------------------------------------------------------------------------------------------------------------ | - | 

| | Statement of Changes in Net Assets in Liquidation for the Three Months Ended
March 31, 2002 (Liquidation Basis) (Unaudited) | 2 | 
| | --------------------------------------------------------------------------------------------------------------------------- | - | 

| | Statement of Operations and Comprehensive Income for the Three Months Ended March
31, 2001 (Going Concern Basis) (Unaudited) | 3 | 
| | ---------------------------------------------------------------------------------------------------------------------------- | - | 

| | Statement of Cash Flows for the Three Months Ended March 31, 2002 (Liquidation
Basis) (Unaudited) | 4 | 
| | ------------------------------------------------------------------------------------------------- | - | 

| | Statement of Cash Flows for the Three Months Ended March 31, 2001 (Going Concern
Basis) (Unaudited) | 5 | 
| | --------------------------------------------------------------------------------------------------- | - | 

| | Notes to Financial Statements (Unaudited) | 6 | 
| | ----------------------------------------- | - | 

| | Item 2. Management's Discussion and Analysis of Financial Condition and Results of
Operations | 12 | 
| | --------------------------------------------------------------------------------------------- | -- | 

| | Item 3. Quantitative and Qualitative Disclosures About Market Risk | 17 | 
| | ------------------------------------------------------------------ | -- | 

|PART II. OTHER INFORMATION | 18 | 
|-------------------------- | -- | 

| | Item 1.  Legal Proceedings | 18 | 
| | -------------------------- | -- | 

| | Item 5.  Other Information | 18 | 
| | -------------------------- | -- | 

| | Item 6.  Exhibits and Reports on Form 8-K | 18 | 
| | ----------------------------------------- | -- | 

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

LASER Mortgage Management, Inc.

STATEMENTS OF NET ASSETS IN LIQUIDATION
AS OF MARCH 31, 2002 (UNAUDITED) AND DECEMBER 31, 2001
(LIQUIDATION BASIS)

`----------------------------------------------------------------------------------------------------------------
                                                                                     AS OF
                                                                MARCH 31, 2002            DECEMBER 31, 2001
----------------------------------------------------------------------------------------------------------------

ASSETS

Cash and cash equivalents..............................       $    19,618,379              $     2,960,185
Investment in securities...............................                    --                   15,305,268
Investment in mortgage loans...........................             1,989,046                    2,004,114
Interest and principal paydowns receivable.............                 3,918                    1,649,692
                                                              ---------------              ---------------

         Total assets..................................            21,611,343                   21,919,259
                                                              ---------------              ---------------

LIABILITIES

Liabilities:
  Repurchase agreement.................................             2,028,000                    2,028,000
  Accrued interest payable.............................                42,530                       30,576
  Accounts payable and accrued expenses................               500,279                      892,513
  Reserve for estimated liquidation costs..............               520,130                      524,937
                                                              ---------------              ---------------

         Total liabilities.............................             3,090,939                    3,476,026
                                                              ---------------              ---------------


         Net assets in liquidation.....................       $    18,520,404              $    18,443,233
                                                              ===============              ===============

                                        See notes to financial statements.`

LASER Mortgage Management, Inc.

STATEMENT OF CHANGES IN NET ASSETS IN LIQUIDATION
 FOR THE THREE MONTHS ENDED MARCH 31, 2002
(LIQUIDATION BASIS) (UNAUDITED)

`---------------------------------------------------------------------------------------------------------------------

Interest Income:
   Securities and mortgage loans.......................................    $          130,776
   Cash and cash equivalents...........................................                63,844
                                                                                -------------
         Total interest income.........................................               194,620

Interest Expense:
   Repurchase agreement................................................                11,954
                                                                                -------------

Net interest income....................................................               182,666

Net gain on securities.................................................               167,150

General and administrative expenses....................................               272,645
                                                                                -------------

Increase in net assets in liquidation from operating activities........                77,171
Net assets in liquidation at beginning of period.......................            18,443,233
                                                                                -------------

Net assets in liquidation at end of period.............................    $       18,520,404
                                                                                =============


                           See notes to financial statements.`

LASER Mortgage Management, Inc.

STATEMENT OF OPERATIONS AND
COMPREHENSIVE INCOME
FOR THE THREE MONTHS ENDED MARCH 31, 2001
(GOING CONCERN BASIS) (UNAUDITED)

`-----------------------------------------------------------------------------------------

Interest income:
   Securities and mortgage loans..............................        $     5,099,426
   Cash and cash equivalents..................................                208,588
                                                                      ---------------
       Total interest income..................................              5,308,014

Interest expense:
   Repurchase agreements......................................              3,204,167
                                                                      ---------------

Net interest income...........................................              2,103,847

Net realized loss on sale of securities.......................             (2,293,685)

Net loss on interest rate agreement...........................               (120,000)



General and administrative expenses...........................              1,787,558
                                                                     ----------------

Net loss......................................................       $     (2,097,396)
                                                                     -----------------

Other Comprehensive Income:
   Unrealized net loss on securities:
   Unrealized holding loss arising during period..............             (2,206,383)
   Add: reclassification adjustment for net realized loss
       included in net loss...................................              2,293,685
                                                                      ---------------
   Other comprehensive income.................................                 87,302
                                                                      ---------------

Comprehensive loss............................................        $    (2,010,094)
                                                                      ================

Net loss per share:
   Basic......................................................        $         (0.15)
                                                                      ================

   Diluted....................................................        $         (0.15)
                                                                      ================

Weighted average number of shares outstanding:
   Basic......................................................             14,038,983
                                                                      ===============

   Diluted....................................................             14,038,983
                                                                      ===============

                                        See notes to financial statements.`

LASER Mortgage Management, Inc.

STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2002 (LIQUIDATION BASIS) (UNAUDITED)

`----------------------------------------------------------------------------------------------------

CASH FLOWS FROM OPERATING ACTIVITIES
Increase in net assets in liquidation from operating activities................  $     77,171
Adjustments to reconcile increase in net assets in liquidation
    from operating activities to net cash provided by operating
activities:
Amortization of mortgage premiums..............................................        (8,766)
Net loss on securities.........................................................        33,614
Decrease in interest receivable................................................       314,360
Increase in accrued interest payable...........................................        11,954
Decrease in accounts payable and accrued expenses..............................      (392,234)
Decrease in reserve for estimated liquidation costs ...........................        (4,807)
                                                                                 -------------

Net cash provided by operating activities......................................        31,292
                                                                                 ------------


CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sale of securities...............................................    14,428,085
Principal payments on securities and mortgage loans............................     2,198,817
                                                                                 ------------

Net cash provided by investing activities......................................    16,626,902
                                                                                 ------------

Net increase in cash and cash equivalents......................................    16,658,194

Cash and cash equivalents at beginning of period...............................     2,960,185
                                                                                 ------------

Cash and cash equivalents at end of period.....................................  $ 19,618,379
                                                                                 ============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
   Interest paid                                                                 $         --
                                                                                 ============


                           See notes to financial statements`

LASER Mortgage Management, Inc.

STATEMENT OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2001 (GOING CONCERN BASIS)
(UNAUDITED)

`-----------------------------------------------------------------------------------------------

CASH FLOWS FROM OPERATING ACTIVITIES
Net loss .....................................................            $   (2,097,396)
Adjustments to reconcile net loss to
    net cash provided by operating activities:
    Amortization of mortgage premiums and discounts, net......                  (202,408)
    Net realized loss on sale of securities and interest rate
      agreement...............................................                 4,993,685
    Unrealized gain on interest rate agreement................                (2,580,000)
Change in assets and liabilities:
    Decrease in interest and principal paydowns receivable....                   712,262
    Decrease in prepaid expenses..............................                   136,530
    Decrease in accrued interest payable......................                  (413,638)
    Increase in accounts payable and accrued expenses.........                    41,892
    Increase in payable to manager............................                 1,219,285
                                                                          --------------

    Net cash provided by operating activities.................                 1,810,212
                                                                          --------------

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of securities........................................               (55,048,842)
Decrease in payable for securities acquired...................               (23,321,844)
Proceeds from sale of securities..............................               231,678,601
Proceeds from sale of interest rate agreement.................                   260,000
Principal payments on securities and mortgage loans...........                14,166,026
                                                                          --------------

    Net cash provided by investing activities.................               167,733,941
                                                                          --------------

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from repurchase agreements...........................             1,960,972,986
Repayments of repurchase agreements...........................            (2,087,092,405)
                                                                          ---------------

    Net cash used in financing activities.....................              (126,119,419)
                                                                          ---------------

Net increase in cash and cash equivalents                                     43,424,734

Cash and cash equivalents at beginning of period..............                 3,542,209
                                                                          --------------

Cash and cash equivalents at end of period....................            $   46,966,943
                                                                          ==============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
  Interest paid...............................................            $    3,617,805
                                                                          ==============

  NONCASH FINANCING ACTIVITIES:
  Net change in unrealized gain on
    available-for-sale securities.............................            $       87,302
                                                                          ==============

                                See notes to financial statements.`

LASER Mortgage Management, Inc.

NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2002 (UNAUDITED)

|1. | ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
|-- | ------------------------------------------------

LASER Mortgage Management, Inc. (the "Company") was incorporated in Delaware on
May 1, 2001, as a wholly-owned subsidiary of LASER Mortgage Management, Inc., a
Maryland corporation ("LASER Maryland"), and is the successor by merger to LASER
Maryland. LASER Maryland was incorporated in Maryland on September 3, 1997 and
commenced its operations on November 26, 1997. On May 30, 2001, the Company's
Board of Directors and sole stockholder, LASER Maryland, approved the
liquidation and dissolution of the Company under the terms and conditions of the
Plan of Liquidation and Dissolution, subject to the approval of the Plan of
Liquidation and Dissolution by the stockholders of LASER Maryland. On July 27,
2001, the stockholders of LASER Maryland, at the annual meeting, approved the
reincorporation of LASER Maryland in Delaware (the "Reincorporation"), through
the merger of LASER Maryland with and into the Company, and the subsequent
liquidation and dissolution of the Company under the terms and conditions of the
Plan of Liquidation and Dissolution. On July 31, 2001, LASER Maryland completed
the Reincorporation by merging with and into the Company. As of the effective
date of the Reincorporation, LASER Maryland ceased to exist. On August 3, 2001,
the Company filed a certificate of dissolution with the Secretary of State of
the State of Delaware, and the dissolution of the Company was effective upon
such filing. The Company has ceased to conduct normal business operations and
now operates solely for the purpose of providing for the satisfaction of its
obligations, adjusting and winding-up its business and affairs and distributing
its remaining net assets. References herein to "LASER" or the "Company" include
LASER Maryland prior to the date of the Reincorporation, as applicable.

In
accordance with the Plan of Liquidation and Dissolution, on November 8, 2001,
the Board of Directors filed a petition with the Delaware Court of Chancery for
permission to make an initial distribution to stockholders of $3.00 per
outstanding common share. On November 28, 2001, the Delaware Court of Chancery
approved this initial distribution to stockholders. On December 28, 2001, a
distribution of $3.00 per outstanding share of common stock was made to
stockholders of record as of December 17, 2001. As of March 31, 2002, the
estimated net realizable value of the Company's net assets in liquidation was
$1.32 per share. After providing for expenses and subject to court approval, the
Company expects to distribute the majority of the remaining net assets in
liquidation over the next three years with a final liquidating distribution to
occur thereafter. The total amount of distributions to stockholders is subject
to change based on numerous factors, including operating expenses, the Delaware
Court of Chancery modifying the distribution amounts and timing currently
envisioned by the Board of Directors under the Plan of Liquidation and
Dissolution, unanticipated claims or expenses and income received, if any, from
the pending litigation against Asset Securitization Corporation ("ASC"), Nomura
Asset Capital Corporation ("Nomura Asset") and Nomura Securitization
International, Inc. ("Nomura"), as well as other factors beyond the control of
the Company.

The
Company was organized to create and manage an investment portfolio of primarily
mortgage-backed securities and mortgage loans that, in combination with
financing and hedging activities, would generate income for distribution to its
stockholders while preserving the Company's capital base. At its inception, the
Company elected to be taxed as a real estate investment trust (a "REIT") under
the Internal Revenue Code of 1986, as amended (the "Code"), commencing with its
short taxable year ended December 31, 1997. The Company qualified as a REIT for
the taxable years ended December 31, 1997 through 2001. The Company does not
expect to qualify as a REIT for the year beginning January 1, 2002.

Basis
of Presentation - As described above, stockholders approved the Plan of
Liquidation and Dissolution of the Company on July 27, 2001. As a result, the
Company adopted liquidation basis accounting effective July 28, 2001.
Accordingly, the Company's assets are stated at their estimated net realizable
values and liabilities are stated at their estimated settlement amounts,
including an accrual for estimated expenses associated with the liquidation of
the Company. Before the adoption of liquidation basis accounting, the Company
operated as a continuing business and followed going concern basis accounting.
Because substantially all of the existing assets and liabilities of the Company
were carried at approximate fair value in accordance with generally accepted
accounting principles ("GAAP"), the adoption of liquidation basis accounting did
not have a material impact on the Company's financial statements other than
requiring the Company to charge stockholders' equity for the reduction in the
carrying value of securities to reflect their estimated net realizable value,
the write-off of the remaining balance of prepaid expenses, and the reserve for
estimated expenses associated with the liquidation of the Company. However, the
valuation of assets and liabilities at their estimated net realizable values and
estimated settlement amounts, respectively, necessarily requires estimates and
assumptions. Changes in market conditions, actual costs associated with the
liquidation, and other factors may affect the amounts ultimately realized or
settled, and those amounts may differ, perhaps materially, from the carrying
values on the Company's financial statements.

The
accompanying unaudited financial statements have been prepared on liquidation
basis accounting and going concern basis accounting, as appropriate, in
conformity with GAAP and the instructions to Form 10-Q and Article 10, Rule
10-01 of Regulation S-X for interim financial statements. Accordingly, these
unaudited financial statements do not include all of the information and
footnotes required by GAAP for complete financial statements. In the opinion of
the Company's management, all adjustments, consisting only of normal
recurring accruals, considered necessary for a fair presentation, have been
included in these financial statements. These unaudited interim financial
statements, as of and for the periods ended March 31, 2002 should be read in
conjunction with the audited financial statements included in the Company's
Annual Report on Form 10-K for the year ended December 31, 2001. Operating
results for any interim period are not necessarily indicative of results that
may be expected for a full year.

A
summary of the Company's significant accounting policies follows:

Cash
Equivalents - Cash equivalents consists of an overnight reverse
repurchase agreement. The amount reported on the statements of net assets in
liquidation represents the amount advanced under the agreement.

Investments
- The Company invested primarily in mortgage-backed securities and mortgage
loans. The mortgage-backed securities included privately issued or U.S.
government or agencies issued mortgage pass-through certificates, collateralized
mortgage obligations and other securities representing interests in, or
obligations backed by, pools of mortgage loans (collectively, "Mortgage
Securities"). The Company also invested in other debt and equity securities
(together with Mortgage Securities, "Securities"). The mortgage loans
are secured by first or second liens on single-family residential, multi-family
residential, commercial or other real property ("Mortgage Loans" and,
together with Securities, "Investments").

Before
the adoption of liquidation basis accounting and in accordance with the
provisions of Statement of Financial Accounting Standards ("SFAS") No. 115,
"Accounting for Certain Investments in Debt and Equity Securities", the Company
classified its Securities as available-for-sale. The available-for-sale
classification required that those Securities be carried at estimated fair
value, with unrealized gains and losses reported on the balance sheet as a
separate component of stockholders' equity within accumulated other
comprehensive loss. This classification was appropriate since the Company may
have needed to sell, from time to time, any of its Securities as part of its
overall management of its balance sheet even though the Company generally
intended to hold most of its Securities until maturity.

After
the adoption of liquidation basis accounting, the Company's Investments are
carried at estimated net realizable value on the statements of net assets in
liquidation, with unrealized gains and losses reported on the statement of
changes in net assets in liquidation.

The
Company's Mortgage Loans are carried at estimated net realizable value on
the statement of net assets in liquidation, with unrealized gains and losses
reported on the statement of changes in net assets in liquidation. Before the
adoption of liquidation basis accounting, the Company's Mortgage Loans were
carried on the balance sheet at their unpaid principal balance, net of
unamortized discount or premium.

Interest
income is accrued based on the outstanding principal or notional amount of the
Investments and their contractual terms. Premiums and discounts associated with
the purchase of the Investments are amortized into interest income over the
lives of the Investments using the effective yield method.

Realized
gains and losses on Investment transactions are determined on the specific
identification basis and have been recorded on the statement of changes in net
assets in liquidation or the statement of operations, as appropriate.

Interest
Rate Agreement  The Company has followed an interest-rate
risk-management strategy designed to protect against the adverse effects of
major interest rate changes and used a derivative purchased interest rate cap
agreement ("cap").

A
cap is a contractual agreement for which the Company pays an initial premium in
return for subsequent cash flows to the Company to the extent that a specific
interest rate index exceeds the contractual fixed rate, applied to a notional
amount. The amount of the risk of loss on a cap is the premium paid. The cap was
recorded and carried at estimated fair value with changes in fair value reported
on the statement of operations. Interest payments received were recorded as a
component of net interest income on the statement of operations.

Repurchase
Agreements  The Company utilized repurchase agreements to finance
most of its Investments. The repurchase agreements have been collateralized by
certain of the Company's Investments and bear interest rates that generally move
in close relation to the one-month London Interbank Offered Rate ("LIBOR"). The
amount reported on the statements of net assets in liquidation represents the
contractual amount to be repaid under such agreement.

Reserve
for Estimated Liquidation Costs  Under liquidation basis
accounting, the Company is required to estimate and accrue the costs associated
with the liquidation. The amount recorded in the statement of net assets in
liquidation represents estimated professional fees and other expenses expected
to be incurred in connection with liquidation activities and paid out over the
course of the liquidation. The ultimate amount paid might vary significantly due
to, among other things, the timing of the liquidation.

Fair
Value of Financial Instruments The fair values of the Company's
Investments were based on prices and valuations provided by dealers who make
markets in these financial instruments. The fair values reported reflect
estimates and may not necessarily be indicative of the amounts the Company could
realize in a current market exchange. The carrying values of the cash
equivalents, interest receivable and payable, the repurchase agreement and other
financial assets and liabilities approximates their estimated fair value because
of the short-term nature of these financial instruments. Estimated net
realizable value approximates estimated fair value as presented in these
financial statements.

Income
Taxes - At its inception, the Company elected to be taxed as a REIT
under the Internal Revenue Code of 1986, as amended, commencing with its short
taxable year ended December 31, 1997. As such, the Company generally has been
entitled to a deduction for all dividends it paid to its stockholders for a
taxable year. As a result, the Company has not been subject to federal income
taxation with respect to its distributed income. Qualification as a REIT
requires that the Company satisfy a number of asset, income and distribution
tests. The Company qualified as a REIT for the taxable years for the years ended
December 31, 1997 through 2001. The Company does not expect to qualify as a REIT
for the year beginning January 1, 2002.

Use
of Estimates - The preparation of financial statements in conformity
with GAAP requires the Company to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported amounts
of income and expenses during the reporting period. Actual results could differ
from those estimates.

Recent
Accounting Pronouncements- Effective January 1, 2001, the Company
adopted the provisions of SFAS No. 133, "Accounting for Derivative Instruments
and Hedging Activities" as amended by SFAS No. 138, "Accounting for Certain
Derivative Instruments and Certain Hedging Activities - an Amendment of
Statement No. 133." The adoption of the provisions of these accounting
pronouncements with respect to the Company's sole derivative instrument at that
time, the interest rate agreement, had no impact on the Company's financial
condition or results of operations.

|2. | MORTGAGE SECURITIES
|-- | -------------------

During
January 2002, the Company sold all of the Mortgage Securities it owned as of
December 31, 2001. The following table shows the Company's Mortgage
Securities as of December 31, 2001:

`DECEMBER 31, 2001
                                           AGENCY
                                       FLOATING RATE
                                          MORTGAGE
                                         SECURITIES

     Current, principal amount         $14,854,868

     Unamortized discount                       --
     Unamortized premium                   217,674
                                         ---------

     Amortized cost                     15,072,542

     Gross unrealized gains                232,726
     Gross unrealized losses                    --
                                         ---------

     Estimated net realizable value    $15,305,268
                                       ===========`

The
Company was notified in June 2000 of a default in a $50.0 million mortgage loan
in a trust fund of which the Company owns subordinated interests. The Securities
that are affected by this event are subordinated classes of Commercial Mortgage
Pass-Through Certificates, Series 1997-D5 that represent beneficial ownership
interests in a trust fund created by ASC, an affiliate of Nomura, at the time of
the offering. Thereafter, a representative of Nomura notified a representative
of the Company that the amount of the recovery of the Securities may be
negligible. Accordingly, management increased the unrealized loss on those
Securities at that time by approximately $(9.1) million representing the
remaining total aggregate carrying value of those Securities, pending further
developments.

On
October 23, 2000 the Company filed suit in the Southern District of New York
against ASC, Nomura Asset and Nomura alleging that the defendants defrauded the
Company into purchasing approximately $19.0 million worth of ASC securities by
failing to disclose, among other things, that one of the largest loans in the
mortgage pool was seriously troubled. The Company is seeking rescission of the
purchase of the Securities. During the quarter ended December 31, 2000, the
Company recognized the probable other-than-temporary impairment of those
Securities by charging the statement of operations and crediting accumulated
other comprehensive loss on the balance sheet for the aggregate cumulative loss
of $(17,596,917); such recognition had no further impact on stockholders'
equity from the time of the earlier increase in unrealized loss.

On
December 8, 2000, the defendants filed a motion to dismiss the action. On
September 5, 2001, such motion was granted with respect to the claims brought
under Sections 12(a)(2) and 15 of the Securities Act of 1933 and denied with
respect to the common law fraud claims and claims brought under Sections 10(b)
and 20(a) of Securities Exchange Act of 1934 and Rule 10b-5 promulgated
thereunder. Discovery is proceeding with regard to the surviving claims. A
recovery of this Investment may be possible, but management is unable to predict
the likelihood of this occurrence.

|3. | MORTGAGE LOANS
|-- | --------------

At
March 31, 2002 and December 31, 2001, the estimated net realizable value (and
current principal amount) of the Company's Mortgage Loans amounted to
$1,989,046 and $2,004,114, respectively.

|4. | INTEREST RATE AGREEMENT
CAP
|-- | ---------------------------

The
Company used a cap, during 2000 and continuing into January 2001, to reduce the
risk of rising interest rates on the cost of the short-term repurchase
agreements used to finance its Investments.

As
a result of the reduction in interest rates in January 2001, the Company closed
out the existing cap, with a notional amount of $100.0 million, for $260,000 in
cash and recognized a net loss of $(120,000) in the statement of operations that
is comprised of a realized loss of $(2,700,000) and an unrealized gain of
$2,580,000 from the reversal of the unrealized loss on the cap at December 31,
2000 due to its sale. The Company purchased this cap for a premium of $2,960,000
during the second quarter of 2000. The cap agreement had a term of three years
and provided for monthly payments of interest to the Company to the extent that
the one-month LIBOR exceeded 6.54% as applied to the notional amount. By
December 31, 2000, the Company had recorded an unrealized loss of $(2,580,000)
in the statement of operations with respect to the cap to reflect its estimated
fair value of $380,000 in the balance sheet at that time.

|5. | REPURCHASE AGREEMENT
|-- | --------------------

At
each of March 31, 2002 and December 31, 2001, the Company had a $2,028,000
repurchase agreement outstanding with a weighted average borrowing rate of 2.95%
and 3.24%, respectively, and a remaining maturity of 29 days and 28 days,
respectively. The associated accrued interest expense payable on the outstanding
repurchase agreement amounted to $42,530 and $30,576 at March 31, 2002 and
December 31, 2001, respectively. At March 31, 2002 and December 31, 2001, the
repurchase agreement was collateralized by Investments that had an estimated net
realizable value of approximately $1,989,000 and $2,004,000, respectively.

|6. | RESERVE FOR ESTIMATED LIQUIDATION COSTS
|-- | ---------------------------------------

At
the time of the adoption of liquidation basis accounting, the Company recorded
$700,000 for estimated professional fees and other expenses anticipated over the
course of the liquidation. At March 31, 2002 and December 31, 2001, the reserve
for estimated liquidation costs amounted to $520,130 and $524,937, respectively.
During the three months ended March 31, 2002, the Company paid $4,807 of
liquidation costs.

|7. | LOSS PER SHARE ("LPS")
|-- | ----------------------

Basic
LPS is computed by dividing the net loss attributable to common shares by the
weighted average number of common shares outstanding during the period. The
calculation of diluted LPS considers the effect of all dilutive potential common
shares that were outstanding during the period under the Company's
Incentive Plan. Basic and diluted LPS for the three months ended March 31, 2001
was as follows:

`FOR THE THREE MONTHS ENDED
                                                  MARCH 31, 2001
                             NET LOSS                     SHARES                 PER-SHARE
                           (NUMERATOR)                 (DENOMINATOR)               AMOUNT

Basic LPS                 $ (2,097,396)                 14,038,983              $      (0.15)
                          =============                 ==========              =============

Diluted LPS               $ (2,097,396)                 14,038,983              $      (0.15)
                          =============                 ==========              =============`

For
the three months ended March 31, 2001, there were no deferred common shares
reserved for issuance and there were no outstanding options to purchase common
shares of the Company.

|8. | MANAGEMENT AGREEMENT
|-- | --------------------

From
November 1, 1999 to November 1, 2001, Mariner Mortgage Management, L.L.C.
("Mariner") served as the external manager of the Company and was
responsible for the day-to-day management of the Company's investments and
operations.

Under
the most recent management agreement, which was entered into on November 1, 2000
and terminated on November 1, 2001, Mariner became entitled to be paid an
incentive fee upon the earlier of (1) the termination date of the management
agreement or (2) the date on which the Board of Directors adopted resolutions
approving the liquidation and dissolution, referred to as the anniversary date,
which it did on April 25, 2001, equal to the number of shares outstanding on the
applicable date, multiplied by:

| |  | 10% of the difference between the 15-day average closing market price (plus any
distributions per share other than common stock) of the Company's common
stock preceding November 1, 2001 (or such earlier anniversary date, as set forth
in the agreement) and $3.317 per share (which approximates the average closing
price of the Company's common stock for the fifteen days ended October 31,
2000) up to the equivalent of $3.50 per share;
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | 15% of the difference between the 15-day average closing market price (plus any
distributions per share other than common stock) of the Company's common
stock preceding November 1, 2001 or on the anniversary date, whichever is
earlier, and $3.50 per share up to $4.00 per share; and
| | - | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |  | 20% of the difference between the 15-day average closing market price (plus any
distributions per share other than common stock) of the Company's common
stock preceding November 1, 2001 or on the anniversary date, whichever is
earlier, and $4.00 per share.
| | - | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Based
upon this calculation, an incentive fee of $1,219,285 was accrued in the
financial statements as of March 31, 2001 and subsequently paid to Mariner on
May 1, 2001. Mariner was not entitled to receive any other fee upon the adoption
of the Plan of Liquidation and Dissolution.

In
accordance with the terms of the management agreement, Mariner continued to
receive its base management fee of $50,000 per month until the termination of
the management agreement. During the three months ended March 31, 2001, the
Company incurred base fees of $150,000.

Upon
the termination of the most recent management agreement on November 1, 2001, the
Company became self managed and entered into employment agreements with William
J. Michaelcheck, the President and Chief Executive Officer of the Company, and
Charles R. Howe, II, the Vice President, Treasurer and Secretary of the Company,
each at a salary of $10,000 per month. Messrs. Michaelcheck and Howe previously
were responsible for managing the Company's portfolio at Mariner and
continue to have significant responsibilities at Mariner. On November 1, 2001,
the Company also entered into a support services agreement with Mariner
Investment Group, Inc. ("Mariner Investment Group"), an affiliate of
Mariner, under which Mariner Investment Group will provide the Company with
office space and services, bookkeeping and accounting services and such other
services as may be agreed upon from time to time by the Company and Mariner
Investment Group for a fee of $30,000 per month. For the three months ended
March 31, 2002, the Company incurred $60,000 and $90,000 of expenses under the
employment agreements and support services agreement, respectively. The
Compensation Committee is currently reviewing the support services agreement,
and has discussed revising its terms and provisions in connection with the
ongoing liquidation of the Company.

* * * * *

Item 2.   Management's Discussion and Analysis
of Financial Condition and Results of Operations

The
following discussion should be read in conjunction with the Company's financial
statements as of andfor the three months ended March 31, 2002 and notes thereto
and with the audited financial statements included in the Company's Annual
Report on Form 10-K for the year ended December 31, 2001.

Forward-Looking Statements

"Safe
Harbor" statement under the Private Securities Litigation Reform Act of
1995: Statements in this discussion regarding the Company and its business,
which are not historical facts, are "forward-looking statements" that
involve risks and uncertainties. Risks and uncertainties, which could cause
results to differ from those discussed in the forward-looking statements herein,
are listed in the Company's Annual Report filed on Form 10-K and the
Company's Definitive Proxy Statement filed pursuant to Schedule 14A.

General

Continuing
through January 2002, the Company has liquidated substantially all of its
Mortgage Assets pursuant to the Plan of Liquidation and Dissolution, thereby
minimizing the risk of loss on the Company's net assets in liquidation.
However, the valuation of assets and liabilities at their estimated net
realizable values and estimated settlement amounts, respectively, necessarily
requires estimates and assumptions. Changes in market conditions, actual costs
associated with the liquidation, and other factors may affect the amounts
ultimately realized or settled, and those amounts may differ, perhaps
materially, from the carrying values on the Company's financial statements.

The
Company conducted its operations before January 2002 so as not to become
regulated as an "investment company" under the Investment Company Act of 1940
(the "Investment Company Act"). As a result of the sales of Mortgage Assets
described above, and applicable provisions of the Investment Company Act, the
Company will not engage in any transactions except those which are "merely
incidental to its dissolution" so as to avoid having to register as an
"investment company" under the Investment Company Act.

At
its inception, the Company elected to be taxed for federal income tax purposes
as a REIT under the REIT Provisions of the Code. In order to qualify as a REIT,
the Company must satisfy a number of asset, income and distribution tests,
including the requirement that 75% of its gross income be derived from real
estate sources. The Company does not expect to qualify as a REIT for the year
beginning January 2002 because less than 75% of the Company's gross income
for the 2002 taxable year is expected to be derived from real estate sources.

Recent Developments

The
New York Stock Exchange ("NYSE") announced on May 15, 2002 that, as a
consequence of the Company's adoption of the Plan of Liquidation and
Distribution, the NYSE will take action to have the Company's common stock
delisted and will suspend trading in the common stock on May 24, 2002. The
Company will not challenge the NYSE's actions.

Changes in Net Assets in Liquidation for the Three Months
Ended March 31, 2002

Under
liquidation basis accounting, net assets in liquidation increased by $0.1
million for the three months ended March 31, 2002 to $18.5 million. The
Company's portfolio of interest earning assets, net of interest bearing
liabilities, earned $0.2 million of net interest income. In addition, the
Company recorded a net increase of $0.2 million from securities comprised
primarily of a payment received on a security previously determined to be
impaired. General and administrative expenses during that period amounted to
$(0.3) million and consisted of $(0.1) million of fees paid pursuant to the
support services agreement and $(0.2) million of professional fees, payroll and
other expenses.

During
the three months ended March 31, 2002, a net $16.7 million of cash was generated
from the Company's operating and investing activities, including $16.6
million of proceeds from sales of, and principal payments on, securities. At
March 31, 2002, the balance of cash and cash equivalents amounted to $19.6
million.

Results of Operations for the Three Months Ended
March 31, 2001

Net Loss Summary

General.
For the three months ended March 31, 2001, the Company had net income of $1.5
million, or $0.11 per weighted average share, excluding aggregate net losses
from investment activities and the interest rate agreement of $(2.4) million, or
$(0.17) per share, and the accrued incentive fee of $(1.2) million, or $(0.09)
per share. For the three months ended March 31, 2001, the weighted average
number of shares of Common Stock outstanding was 14,038,983; no distributions or
dividends were declared or paid and return on average equity was (2.5)% on an
actual basis.

Losses
from investment activities. For the three months ended March 31, 2001, the
Company sold securities and recorded a net realized loss of $(2.3) million, or
$(0.16) per share. Also during this period, the Company recorded a $0.1 million
increase in other comprehensive income from the unrealized net gain on
securities for an overall net loss in stockholders' equity from securities
of $(2.2) million.

Interest Income and Average Interest Earning Asset Yield

Historically,
the Company earned interest income primarily from its portfolio of investments
and cash equivalents. The table below shows, for the three months ended March
31, 2001, the Company's average balance of cash equivalents, investments,
the yields earned on each type of interest earning asset, the yield on average
interest earning assets and total interest income.

`AVERAGE INTEREST EARNING ASSETS, YIELDS AND INTEREST INCOME
                                               (dollars in thousands)

                                                            Total                 Yield on   Yield on
                                               Average     Average    Yield on     Average   Average
                                  Average     Amortized   Interest     Average    Amortized  Interest   Total
                                  Cash         Cost of     Earning      Cash       Cost of   Earning    Interest
                                 Equivalents Investments   Assets    Equivalents Investments   Assets    Income
For the three months ended:
March 31, 2001                    $  15,728  $ 265,568   $ 281,296       5.30%       7.68%      7.55%   $  5,308`

During
the three months ended March 31, 2001, the Company reduced its portfolio of
Mortgage Securities and Mortgage Derivatives and the leverage financing used to
maintain the portfolio in connection with the liquidation or sale of the
Company.

Interest Expense and the Average Cost of Funds

Historically,
the Company incurred interest expense primarily from borrowed funds under
short-term repurchase agreements that financed most of its portfolio of
investments. Interest expense is calculated in the same manner for tax and GAAP
purposes. The Company generally has structured its borrowings to closely
correlate the Company's cost of borrowed funds with changes in one-month
LIBOR.

The
table below shows, for the three months ended March 31, 2001, the Company's
average borrowed funds, interest expense and average cost of funds compared to
average one and six-month LIBOR.

`AVERAGE COST OF FUNDS
                                                      (dollars in thousands)

                                                                                   Average    Average     Average
                                                                                   One-Month  Cost of     Cost of
                                                                                   LIBOR      Funds       Funds
                                                                                   Relative   Relative    Relative
                                                                                   to         to          to
                           Average               Average     Average    Average    Average    Average     Average
                           Borrowed   Interest   Cost of     One-Month  Six-Month  Six-Month  One-Month   Six-Month
                             Funds     Expense     Funds       LIBOR      LIBOR      LIBOR      LIBOR       LIBOR
For the three months
ended:
March 31, 2001             $219,076   $ 3,204       5.85%       5.51%      5.18%     0.33%      0.34%       0.67%`

During
the first quarter of 2001, interest rates decreased primarily in connection with
the interest rate setting actions taken by the Federal Reserve Board.

Interest Rate Agreement

The
Company has followed an interest-rate risk-management strategy designed to
protect against the adverse effects of major interest rate changes and used a
derivative purchased interest rate cap agreement ("cap").

As
a result of the reduction in interest rates in January 2001, the Company closed
out the existing cap, with a notional amount of $100.0 million, for $0.3 million
in cash and recognized a net loss of $(0.1) million in the statement of
operations that is comprised of a realized loss of $(2.7) million and an
unrealized gain of $2.6 million from the reversal of the unrealized loss on the
cap at December 31, 2000 due to its sale. During the second quarter of 2000, the
Company purchased this cap for a premium of $3.0 million to reduce the risk of
rising interest rates on the cost of the short-term repurchase agreements used
to finance its investments. The cap agreement had a term of three years and
provided for monthly payments of interest to the Company to the extent that the
one-month LIBOR exceeded 6.54% as applied to the notional amount. By December
31, 2000, the Company had recorded an unrealized loss of $(2.6) million in the
statement of operations with respect to the cap to reflect its estimated fair
value of $0.4 million in the balance sheet at that time.

The
Company did not enter into any other interest rate agreement during the three
months ended March 31, 2001.

General and Administrative Expenses

General
and administrative expenses ("operating expense" or "G&A
expense") consisted of management and incentive fees incurred to Mariner
and professional and other expenses.

`G&A EXPENSE
                                       (dollars in thousands)
                                            Management   Incentive  Other G&A
                                               Fees         Fees     Expense    Total G&A Expense
For the three months ended:
March 31, 2001                                 $150         $1,219    $419            $1,788`

Net Loss and Return on Average Stockholders' Equity

Net
loss was $(2.1) million for the three months ended March 31, 2001. Return on
average stockholders' equity, on an actual basis, for the three months
ended March 31, 2001 was (2.50)%.

The
table below shows, on an actual basis, for the three months ended March 31,
2001, the Company's net interest income, losses from investment activities,
and G&A expense each as a percentage of average stockholders' equity,
and the return on average stockholders' equity.

`COMPONENTS OF RETURN ON AVERAGE STOCKHOLDERS' EQUITY

                                                                                             Return on
                                                          Losses from                         Average
                                       Net Interest        Investment                      Stockholders'
                                          Income           Activities      G&A Expense        Equity

For the three months ended:
 March 31, 2001                             2.50%            (2.87)%             2.13%         (2.50)%`

Distributions

For
the three months ended March 31, 2002 and March 31, 2001, the Company did not
make any capital distributions or declare any dividends.

Financial Condition

Investments

As
of March 31, 2002 and December 31, 2001, the Company's portfolio (stated at
estimated net realizable value) consisted of:

`AS OF MARCH 31, 2002                 AS OF DECEMBER 31, 2001
                                        --------------------                 -----------------------
                                   Dollar Amount                          Dollar Amount
            Securities             (In Millions)        Percentage        (In Millions)       Percentage
            ----------             -------------        ----------        -------------       ----------
Agency Certificates...........           $--                 --               $15.3              88.4%
Mortgage Loans................           2.0             100.0%                 2.0              11.6%
                                -------------------- ----------------- -------------------- ---------------
   Total......................          $2.0             100.0%               $17.3             100.0%
                                ==================== ================= ==================== ===============`

In
January 2002, the Company disposed of all of its remaining Agency Certificates
that it held on December 31, 2001 at their carrying value, pursuant to the Plan
of Liquidation and Dissolution.

The
tables below summarize the Company's investments at March 31, 2002 and
December 31, 2001.

`SECURITIES
                                               (dollars in thousands)
                                                                                        Estimated
                                                                                           Net
                                                              Amortized                Realizable
                                                               Cost to     Estimated    Value to
                        Current                                Current        Net        Current     Weighted
                       Principal      Net       Amortized     Principal    Realizable   Principal    Average
                        Amount      Discount       Cost        Amount        Value       Amount    Life (Years)

March 31, 2002        $     --    $       --   $       --           --    $        --           --      --
December 31, 2001     $ 14,855    $      218   $   15,073     101.47%     $    15,305     103.03%       3.0`

`MORTGAGE LOANS
                                          (dollars in thousands)

                                                       Estimated
                                                          Net
                              Current                  Realizable
                             Principal    Estimated     Value to    Weighted
                            Amount and       Net        Current      Average
                             Amortized    Realizable   Principal      Life
                               Cost         Value        Amount      (Years)

March 31, 2002             $ 1,989       $  1,989       100.00%         15.8
December 31, 2001          $ 2,004       $  2,004       100.00%         16.0`

The
table below shows gross and net unrealized gains and (losses) on all securities
in the Company's portfolio at March 31, 2002 and December 31, 2001 (stated
at estimated net realizable value).

`UNREALIZED GAINS AND LOSSES
                                             (dollars in thousands)
                                                           AT MARCH 31, 2002            AT DECEMBER 31, 2001
                                                           -----------------            --------------------
Unrealized Gain                                              $           --               $          233
Unrealized Loss                                                          --                           --
                                                             --------------               --------------
Net Unrealized Loss                                          $           --               $          233
                                                             ==============               ==============
Net Unrealized Gain as % of  Investments
  Principal Amount                                                    --                           1.38%
Net Unrealized Gain as % of Investments Amortized Cost                --                           1.36%`

Liquidity and Capital Resources

Liquidity
measures the Company's ability to turn non-cash assets into cash during the
liquidation period to satisfy its commitments to repay existing borrowings, to
pay ongoing general and administrative expenses including estimated costs of
liquidation, and to make distributions to stockholders. During the three months
ended March 31, 2002, primarily from the sales of securities, a net $16.7
million of cash was added to the Company's cash balances. At March 31,
2002, the balance of cash and cash equivalents amounted to $19.6 million. The
Company will continue to generate liquidity through Mortgage Loan principal
repayments and net earnings held prior to distribution to stockholders. The
Company believes that its cash on hand and earnings from its investments in
Mortgage Loans will be adequate to support the Company and pay its obligations
during the liquidation period.

Item 3.   Quantitative and
Qualitative Disclosures About Market Risk
Market Risk

Market
risk is the exposure to loss resulting from changes in interest rates, foreign
currency exchange rates, commodity prices and equity prices. The primary market
risk exposure that the Company has been subject to is the movement in interest
rates with respect to its portfolio of Mortgage Securities, which is highly
sensitive to many factors, including governmental monetary and tax policies,
domestic and international economic and political considerations and other
factors beyond the control of the Company. Changes in the general level of
interest rates can affect, among other things, the spread between the
Company's interest-earning assets and interest-bearing liabilities and the
value of the Company's Mortgage Securities. The Company further mitigated
this exposure in January 2002 through the sale of all of the Company's
remaining adjustable rate Agency Certificates at their December 31, 2001 value,
leaving only a pool of fixed rate single-family conventional mortgage whole
loans in its portfolio. The remaining mortgage whole loans provide for an
aggregate fixed contract rate of approximately 10%, are fully amortizing, have a
weighted average maturity of approximately 16 years and a remaining principal
balance of $2.0 million. Declining interest rates would generally increase the
value of these mortgage whole loans while concurrently increasing the potential
for prepayment; increasing interest rates would generally have the converse
effects. However, no significant prepayment activity has occurred in the current
low interest rate environment with regard to these mortgage whole loans.
Although these mortgage whole loans are subject to interest rate risk and
prepayment risk, the Company believes that these risks will not create a
significant impact on the overall value of the mortgage whole loans.

Additionally,
the Company is exposed to interest rate risk as an investor in an overnight
reverse repurchase agreement and as a borrower under a short-term repurchase
agreement that matures monthly. Due to their short term maturities, the interest
rate risk to the Company is not significant.

Finally,
the Company is a party to certain other financial instruments, including
interest receivable and payable, accounts payable and other accrued expenses
that are not interest rate sensitive.

PART II. OTHER INFORMATION

Item 1   Legal Proceedings

On
October 23, 2000, the Company filed suit in federal court in the Southern
District of New York against ASC, Nomura Asset and Nomura alleging that the
defendants defrauded the Company into purchasing over $19.0 million worth of
mortgage pass-through certificates by failing to disclose among other things,
that one of largest loans in the mortgage pool was seriously troubled. On
December 8, 2000, the defendants filed a motion to dismiss the action. On
September 5, 2001, such motion was granted with respect to the claims brought
under Sections 12(a)(2) and 15 of the Securities Act of 1933 and denied with
respect to the common law fraud claims and claims brought under Sections 10(b)
and 20(a) of Securities Exchange Act of 1934 and Rule 10b-5 promulgated
thereunder. Discovery is proceeding with regard to the surviving claims. A
recovery of this investment may be possible, but management is unable to predict
the likelihood of this occurrence.

Item 5   Other Information

On
May 15, 2002, the Company announced that as a consequence of the adoption of a
plan of liquidation, the NYSE will take action to have the Company's common
stock delisted and will suspend trading in the common stock on May 24, 2002. The
Company will not challenge the NYSE's actions.

Item 6   Exhibits and Reports on Form 8-K

(a) Exhibits

See Exhibit Index.

(b) Reports

None.

SIGNATURES

Pursuant
to the requirements of the Securities Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned thereunto duly
authorized.

|Dated:   May 15, 2002 | LASER MORTGAGE MANAGEMENT, INC.
By /s/ Charles R. Howe, II
       Charles R. Howe II
       Vice President, Chief Financial Officer and
       Treasurer
       (principal accounting officer)
       (authorized officer of registrant)
|--------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

EXHIBIT INDEX

|Exhibit Number | Exhibit
|-------------- | -------

|2.1 | The Articles of Merger (Incorporated by reference to Exhibit 2.1 to
Registrant's Quarterly Report on Form 10-Q dated June 30, 2001.)
|--- | ------------------------------------------------------------------------------------------------------------------------------------

|2.2 | The Certificate of Ownership and Merger (Incorporated by reference to Exhibit
2.2 to Registrant's Quarterly Report on Form 10-Q dated June 30, 2001.)
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------

|2.3 | Plan of Liquidation and Dissolution of LASER Mortgage Management, Inc.
(Incorporated by reference to Exhibit 2.3 to Registrant's Quarterly Report on
Form 10-Q dated June 30, 2001.)
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|3.1 | Restated Certificate of Incorporation of LASER Mortgage Management, Inc., a
Delaware corporation (Incorporated by reference to Exhibit 3.1 to Registrant's
Quarterly Report on Form 10-Q dated June 30, 2001.)
|--- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|3.2 | Bylaws of LASER Mortgage Management, Inc., a Delaware corporation (Incorporated
by reference to Exhibit 3.2 to Registrant's Quarterly Report on Form 10-Q dated
June 30, 2001.)
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|10.1 | Form of Indemnification Agreement between the Registrant and each of Ronald J.
Artinian, Mark Hobbs, Arthur House, Jonathan Ilany, William J. Michaelcheck,
Charles R. Howe, II, Thomas Arleo, A. George Kallop, William Petersen, and
Dennis Winter (Incorporated by reference to Exhibit 10.9 to Registrant's Annual
Report on Form 10-K dated December 31, 2001.)
|---- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|99.1 | Certificate of Dissolution (Incorporated by reference to Exhibit 99.1 to
Registrant's Quarterly Report on Form 10-Q dated September 30, 2001.)
|---- | ----------------------------------------------------------------------------------------------------------------------------------------------