T & G 2



                          Filing Type:  10QSB
                          Description:  Quarterly Report
                          Filing Date:  August 13, 2002
                           Period End:  June 30, 2002


                     Primary Exchange:  BB
                               Ticker:  ttgg



































                                        i
<PAGE>


T & G 2 - 10QSB - Quarterly Report                        Date Filed:  8/14/2002
--------------------------------------------------------------------------------



                                Table of Contents

        ----------------------------------------------------------------



                                    1 0 Q S B

PART I.....................................................................2
Item 1.....................................................................2
Balance Sheet............................................................F-3
Income Statement.........................................................F-5
Cash Flow Statement......................................................F-6
Item 2.....................................................................3
PART II....................................................................4
Item 1.....................................................................4
Item 2.....................................................................5
Item 3.....................................................................5
Item 4.....................................................................5
Item 5.....................................................................5
Item 6.....................................................................5





























                                       ii
<PAGE>


T & G 2 - 10QSB - Quarterly Report                        Date Filed:  8/14/2002
--------------------------------------------------------------------------------



                                    1 0 Q S B

                       Securities and Exchange Commission
                                Washington, D.C.


(Mark One)

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

     For the quarterly period ended June 30, 2002



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

For the transition period from __________ to ____________


                                    000-07693
                                    ---------
                            (Commission file number)


                                  T & G 2, Inc.
                                  -------------
       (Exact name of small business issuer as specified in its charter)



                   Nevada                                    13-4096315
   ---------------------------------------              -------------------
      (State or other jurisdiction                         (IRS Employer
      of incorporation or organization)                 Identification No.)


          65 La Grande Avenue
            Berkeley Heights                                 07922-1466
   ---------------------------------------              -------------------
  (Address of principal executive offices)                   (Zip Code)


                                 (908) 508-9008
                           --------------------------
                           (Issuer's telephone number

                                 Not Applicable
              ----------------------------------------------------
              (Former name, former address and former fiscal year,
                          if changed since last report)

     Indicate  by check mark  whether the  registrant  (1) has filed all 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 [ ].





--------------------------------------------------------------------------------
                                                                        Page 1
<PAGE>


T & G 2 - 10QSB - Quarterly Report                        Date Filed:  8/14/2002
--------------------------------------------------------------------------------


                      APPLICABLE ONLY TO CORPORATE ISSUERS

     State the number of shares  outstanding of each of the issuer's  classes of
common equity, as of latest practicable date: Class A 8,138,744 shares of Common
Stock,  $0.001par value, as of July 31, 2002; 1,142,858 Class B $0.001 par value
as of July 31, 2002



                          PART I. FINANCIAL INFORMATION
                          -----------------------------


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













































--------------------------------------------------------------------------------
                                                                        Page 2
<PAGE>

















                                     T & G2
                                AND SUBSIDIARIES
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
                   CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             JUNE 30, 2002 AND 2001































                                       F-1
<PAGE>





                             T & G2 AND SUBSIDIARIES
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)


                          INDEX TO FINANCIAL STATEMENTS


CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED




Balance Sheets as of June 30, 2002 (unaudited) and
    December 31, 2001 (audited)                                         F-3

Statements of Operations for the Six and Three Months
    Ended June 30, 2002 and 2001 (unaudited)                            F-5

Statements of Cash Flows for the Six Months Ended
    June 30, 2002 and 2001 (unaudited)                                  F-6

Notes to Unaudited Condensed Consolidated Financial Statements          F-8





























                                       F-2
<PAGE>


<TABLE>
<CAPTION>
                            T AND G2 AND SUBSIDIARIES
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
                     CONDENSED CONSOLIDATED BALANCE SHEETS




                                     ASSETS
                                     ------


                                                                       June 30,        December 31,
                                                                         2002              2001
                                                                     (Unaudited)        (Audited)
                                                                    --------------    --------------

<S>                                                                 <C>               <C>
Current Assets:
  Cash and cash equivalents                                         $     51,288      $      7,525
  Accounts receivable                                                     14,000            24,500
  Prepaid expenses and other current assets                                6,443               355
                                                                    --------------    --------------

    Total Current Assets                                                  71,731            32,380
                                                                    --------------    --------------

  Fixed assets, net of depreciation                                      120,750            73,590
  Deposits                                                                 2,070             2,070
                                                                    --------------    --------------

TOTAL ASSETS                                                        $    194,551      $    108,040
                                                                    ==============    ==============













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

                                       F-3
<PAGE>


<CAPTION>
                            T AND G2 AND SUBSIDIARIES
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
                CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED)




                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
                 ----------------------------------------------

                                                                       June 30,        December 31,
                                                                         2002              2001
                                                                     (Unaudited)        (Audited)
                                                                    --------------    --------------

LIABILITIES
<S>                                                                 <C>               <C>
Current Liabilities:
  Note payable - bank                                               $     36,935      $         -
  Note payable - other                                                   185,800                -
  Accounts payable and accrued expenses                                  198,361            98,582
  Due to officers                                                         53,370                -
  Due to related parties                                                 307,619           218,454
                                                                    --------------    --------------

      Total Current Liabilities                                          782,085           317,036
                                                                    --------------    --------------

      Total Liabilities                                                  782,085           317,036
                                                                    --------------    --------------


STOCKHOLDERS' EQUITY (DEFICIT)

   Preferred Stock, Series 3, $1.00 par value, 5,000,000
    shares authorized, 0 and 89,286 shares issued and outstanding             -             89,286
  Common Stock, Class A, $.001 Par Value; authorized 31,000,000
    shares on June 30, 2002 and December 31, 2001
    respectively, issued and outstanding 7,588,744 and
    20,511,365 shares on June 30, 2002 and
    December 31, 2001                                                      7,589            20,511
  Common Stock Class B, $.001 Par Value; authorized
    2,000,000 shares on June 30, 2002 and
    and December 31, 2001 respectively, issued and
    outstanding 1,142,858 and 1,142,858 shares on June 30, 2002
    and December 31, 2001, respectively                                   11,428            11,428
  Unearned compensation                                                  (20,811)          (40,311)
  Subscriptions receivable                                                (2,255)           (1,255)
  Additional Paid-in Capital                                           8,580,790         3,094,732
  Deficit                                                             (9,164,275)       (3,383,387)
                                                                    --------------    --------------

      Total Stockholders' Equity (Deficit)                              (587,534)         (208,996)
                                                                    --------------    --------------


TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)                $    194,551      $    108,040
                                                                    ==============    ==============
</TABLE>


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

                                       F-4
<PAGE>


<TABLE>
<CAPTION>
                            T AND G2 AND SUBSIDIARIES
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
           FOR THE SIX AND THREE MONTHS ENDED JUNE 30, 2002 AND 2001
                                   (UNAUDITED)

                                                           SIX MONTHS ENDED                     THREE MONTHS ENDED
                                                       June 30,          June 30,            June 30,          June 30,
                                                         2002              2001                2002              2001
                                                         ----              ----                ----              ----

<S>                                                <C>               <C>                 <C>               <C>
OPERATING REVENUES
  Revenue                                          $          -      $       19,770      $          -      $        4,691

COST OF SALES                                                 -               7,646                 -               3,358
                                                   ----------------  ----------------    ----------------  ----------------
GROSS PROFIT                                                  -              12,124                 -               1,333
                                                   ----------------  ----------------    ----------------  ----------------

OPERATING EXPENSES
   Professional fees and compensation expenses            459,502           892,844             392,685            39,951
   Advertising and marketing expenses                     166,175             6,348             140,298             2,516
   General and administrative expenses                    144,012            35,139              84,468            15,134
   Depreciation and amortization                            2,267               -                 1,272               -
                                                   ----------------  ----------------    ----------------  ----------------
       Total Operating Expenses                           771,956           934,331             618,723            57,601
                                                   ----------------  ----------------    ----------------  ----------------

LOSS BEFORE OTHER INCOME (EXPENSE)                       (771,956)         (922,207)           (618,723)          (56,268)

OTHER INCOME (EXPENSE)
   Organization costs                                  (4,981,361)              -                   -                 -
   Interest expense                                       (27,571)          (16,421)            (17,481)           (8,534)
                                                   ----------------  ----------------    ----------------  ----------------
       Total Other Income (Expense)                    (5,008,932)          (16,421)            (17,481)           (8,534)

NET LOSS BEFORE PROVISION FOR INCOME TAXES         $   (5,780,888)   $     (938,628)     $     (636,204)   $      (64,802)
Provision for Income Taxes                                    -                 -                   -                 -
                                                   ----------------  ----------------    ----------------  ----------------

NET LOSS APPLICABLE TO COMMON SHARES               $   (5,780,888)   $     (938,628)     $     (636,204)   $      (64,802)
                                                   ================  ================    ================  ================

NET LOSS PER BASIC AND DILUTED SHARES              $     (0.99449)   $     (0.06871)     $     (0.08883)   $     (0.00619)
                                                   ================  ================    ================  ================

WEIGHTED AVERAGE NUMBER OF COMMON
    SHARES OUTSTANDING                                  5,812,896        13,660,647           7,161,977        10,470,467
                                                   ================  ================    ================  ================
</TABLE>



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

                                       F-5
<PAGE>


<TABLE>
<CAPTION>
                            T AND G2 AND SUBSIDIARIES
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                 FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                   (UNAUDITED)



                                                                        2002                    2001
                                                                        ----                    ----

<S>                                                               <C>                     <C>
CASH FLOW FROM OPERTING ACTIVIITES
   Net loss                                                       $   (5,780,888)         $     (938,628)
                                                                  ----------------        ----------------
   Adjustments to reconcile net loss to net cash
     used in operating activities

     Depreciation and amortization                                         2,267                  11,167
     Forgiveness of debt                                                       -                  25,000
     Amortization of unearned compensation                                19,500                  19,500
     Common stock issues for debt conversions                             62,000                       -
     Common stock issues for services and organization                 5,185,850                 825,000
  Changes in assets and liabilities
     Decrease in accounts receivable                                      10,500                  14,324
     Decrease in inventory                                                     -                   1,758
     (Increase) decrease in prepaid expenses and other assets             (6,088)                  2,865
     (Increase) in deposits                                                    -                  (2,070)
     Increase (decrease) in accounts payable and
       and accrued expenses                                               99,779                 (34,778)
                                                                  ----------------        ----------------
     Total adjustments                                                 5,373,808                 862,766
                                                                  ----------------        ----------------

     Net cash (used in) operating activities                            (407,080)                (75,862)
                                                                  ----------------        ----------------

CASH FLOWS FROM INVESTING ACTIVITIES
   Increase (decrease) in amounts due to related parties                  89,165                  21,321
   Acquisitions of fixed assets                                          (49,427)                (24,153)
                                                                  ----------------        ----------------

      Net cash provided by (used in) investing activities                 39,738                  (2,832)
                                                                  ----------------        ----------------






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

                                       F-6
<PAGE>


<CAPTION>
                            T AND G2 AND SUBSIDIARIES
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
                 FOR THE SIX MONTHS ENDED JUNE 30, 2002 AND 2001
                                   (UNAUDITED)



                                                                        2002                    2001
                                                                        ----                    ----

<S>                                                               <C>                     <C>
CASH FLOWS FROM FINANCING ACTIVITES
    Proceeds from common stock issuances and stock subscriptions  $      135,000          $       10,500
    Net proceeds from officer                                             53,370                       -
    Net proceeds from issuance of notes payable - bank                    36,935                       -
    Net proceeds from issuance of notes payable                          185,800                  44,106
                                                                  ----------------        ----------------
       Net cash provided by financing activities                         411,105                  54,606
                                                                  ----------------        ----------------

NET INCREASE (DECREASE) IN
    CASH AND CASH EQUIVALENTS                                             43,763                 (24,088)

CASH AND CASH EQUIVALENTS -
    BEGINNING OF PERIOD                                                    7,525                  26,112
                                                                  ----------------        ----------------

CASH AND CASH EQUIVALENTS - END OF PERIOD                         $       51,288          $        2,024
                                                                  ================        ================


SUPPLEMENTAL DISCLOSURE OF CASH FLOW
   INFORMATION:

CASH PAID DURING THE YEAR FOR:
    Interest expense                                              $       15,571          $       16,421
                                                                  ================        ================

SUPPLEMENTAL DISCLOSURE OF NONCASH
  ACTIVITIES:
    Issuance of common stock for:

       Services                                                   $    5,185,850          $      825,000
                                                                  ================        ================

       Debt conversions                                           $       62,000          $            -
                                                                  ================        ================
</TABLE>





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

                                       F-7
<PAGE>


                                     T & G2
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             JUNE 30, 2002 AND 2001


NOTE 1 -  ORGANIZATION AND BASIS OF PRESENTATION
------------------------------------------------

          The condensed consolidated unaudited interim financial statements
          included herein have been prepared, without audit, pursuant to the
          rules and regulations of the Securities and Exchange Commission. The
          condensed consolidated financial statements and notes are presented as
          permitted on Form 10-QSB and do not contain information included in
          the Company's annual consolidated statements and notes. Certain
          information and footnote disclosures normally included in financial
          statements prepared in accordance with accounting principles generally
          accepted in the United States of America have been condensed or
          omitted pursuant to such rules and regulations, although the Company
          believes that the disclosures are adequate to make the information
          presented not misleading. It is suggest that these condensed
          consolidated financial statements be read in conjunction with the
          December 31, 2001 audited consolidated financial statements and the
          accompanying notes thereto. While management believes the procedures
          followed in preparing these condensed consolidated financial
          statements are reasonable, the accuracy of the amounts are in some
          respects dependent upon the facts that will exist, and procedures that
          will be accomplished by the Company later in the year.

          These condensed consolidated unaudited financial statements reflect
          all adjustments, including normal recurring adjustments which, in the
          opinion of management, are necessary to present fairly the
          consolidated operations and cash flows for the periods presented.

          On February 14, 2002, T & G2 (the "Company"), changed its name from
          International Mercantile Corporation. In addition, the Company changed
          its incorporation state to Nevada which brought about a reverse 8 to 1
          stock split, and a change in the par value of the stock to $0.001.

          Prior to the name change, on January 12, 2002, International
          Mercantile Corporation acquired Solutions Technology, Inc. ("STI"),
          formerly known as Clickese.com ("Clickese"). Upon this acquisition,
          STI became a wholly-owned subsidiary of International Mercantile
          Corporation. STI designs, develops and manufactures biometrical time
          clocks for tracking employees time and attendance.

          In addition to STI being a wholly-owned subsidiary, the Company has
          Zingo Sales Ltd. ("Zingo") who was acquired by the Company in March,
          2002 in a 2,500,000 share common stock acquisition. Zingo's mission is
          to design, develop, manufacture and market easy to use complete
          solutions using the latest available technologies. Their first product
          will be a fixed based bingo unit. Software has already been developed
          for this and is just as advanced if not more advanced than any product
          in the market at this time.






                                       F-8
<PAGE>


                                     T & G2
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (CONTINUED)
                             JUNE 30, 2002 AND 2001


NOTE 1 -  ORGANIZATION AND BASIS OF PRESENTATION (CONTINUED)
------------------------------------------------------------

          On April 25, 2001, Secure Time, Inc. merged into Clickese, in a
          transaction valued at $1 per share for 10,500,000 shares.

          International Mercantile Corporation was originally incorporated in
          the State of Missouri, on March 10, 1971. Their business purpose
          included among other things, maintaining an Internet based personal
          computer manufacturing business selling build-to-order systems
          throughout the United States to value added retailers and other
          marketers of micro computer systems.


NOTE 2 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
----------------------------------------------------

          Principles of Consolidation
          ---------------------------

          The condensed consolidated financial statements include the accounts
          of the Company and all of its wholly owned subsidiaries. All
          significant intercompany accounts and transactions have been
          eliminated in consolidation.

          Use of Estimates
          ----------------

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

          Revenue and Cost Recognition
          ----------------------------

          Revenue, when generated, will be recorded on the accrual basis, when
          earned. The revenue is anticipated at being earned through the STI
          subsidiary in this current fiscal year.

          Cost is recorded on the accrual basis as well, when the services are
          incurred rather than paid for.

          Cash and Cash Equivalents
          -------------------------

          The Company considers all highly liquid debt instruments and other
          short-term investments with an initial maturity of three months or
          less to be cash equivalents.




                                       F-9
<PAGE>


                                     T & G2
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (CONTINUED)
                             JUNE 30, 2002 AND 2001


NOTE 2 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
----------------------------------------------------------------

          Cash and Cash Equivalents (Continued)
          -------------------------------------

          The Company maintains cash and cash equivalent balances at several
          financial institutions which are insured by the Federal Deposit
          Insurance Corporation up to $100,000.

          Fixed Assets
          ------------

          Fixed assets are stated at cost. Depreciation is computed primarily
          using the straight-line method over the estimated useful life of the
          assets.

          Furniture and fixtures                       7    Years
          Office equipment                           3 to 5 Years
          Equipment - Zingo Sales                      1.5  Years
          Time clock equipment                         1.5  Years
          Time clock software                          3    Years

          Income Taxes
          ------------

          The income tax benefit is computed on the pretax loss based on the
          current tax law. Deferred income taxes are recognized for the tax
          consequences in future years of differences between the tax basis of
          assets and liabilities and their financial reporting amounts at each
          year-end based on enacted tax laws and statutory tax rates.

          Advertising
          -----------

          Costs of advertising and marketing are expensed as incurred.
          Advertising and marketing costs were $166,175 and $6,348 for the six
          months ended June 30, 2002 and 2001, respectively.

          Earnings (Loss) Per Share of Common Stock
          -----------------------------------------

          Historical net income (loss) per common share is computed using the
          weighted average number of common shares outstanding. Diluted earnings
          per share (EPS) includes additional dilution from common stock
          equivalents, such as stock issuable pursuant to the exercise of stock
          options and warrants. Common stock equivalents were not included in
          the computation of diluted earnings per share when the Company
          reported a loss because to do so would be antidilutive for periods
          presented.





                                      F-10
<PAGE>


                                     T & G2
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (CONTINUED)
                             JUNE 30, 2002 AND 2001


NOTE 2 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
----------------------------------------------------------------

          Earnings (Loss) Per Share of Common Stock (Continued)
          -----------------------------------------------------

          The following is a reconciliation of the computation for basic and
          diluted EPS:

<TABLE>
<CAPTION>
                                                             June 30,          June 30,
                                                               2002              2001
                                                               ----              ----

<S>                                                        <C>             <C>
          Net Loss                                         ($5,780,888)    ($   938,628)
                                                           ------------       ----------

          Weighted-average common shares
            outstanding (Basic)                              5,812,896       13,660,647

          Weighted-average common stock equivalents:
                Stock options                                     -                -
                Warrants                                          -                -

          Weighted-average common shares
              outstanding (Diluted)                          5,812,896       13,660,647
</TABLE>

          Options and warrants outstanding to purchase stock were not included
          in the computation of diluted EPS because inclusion would have been
          antidilutive.

          Software Development Costs
          --------------------------

          Software development costs are accounted for in accordance with
          Statement of Position 98-1, "Software Developed or Obtained for
          Internal Use". Costs incurred in a preliminary project stage are
          expensed as incurred. External direct costs, payroll and payroll
          related costs for those directly involved with a project and interest
          costs in accordance with the provisions of Statement of Financial
          Accounting Standards (SFAS) No. 34, "Capitalization of Interest Cost",
          are capitalized during the application development stage. Costs
          incurred during the post-implementation/ operation stage are expensed
          as incurred.

          Fair Value of Financial Instruments
          -----------------------------------

          The carrying amount reported in the condensed consolidated balance
          sheets for cash and cash equivalents, loans receivable, accounts
          payable and accrued expenses approximate fair value because of the
          immediate or short-term maturity of these financial instruments. The
          carrying amount reported for notes and mortgages payable approximates
          fair value because, in general, the interest on the underlying
          instruments fluctuates with market rates.



                                      F-11
<PAGE>


                                     T & G2
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (CONTINUED)
                             JUNE 30, 2002 AND 2001


NOTE 2 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
----------------------------------------------------------------

          Reclassifications
          -----------------

          Certain amounts for the six months ended June 30, 2001 have been
          reclassified to conform with the presentation of the June 30, 2002
          amounts. The reclassifications have no effect on net income for the
          six months ended June 30, 2001.

          Recent Accounting Pronouncements
          --------------------------------

          In June 1998, the Financial Accounting Standards Board issued SFAS No.
          133, "Accounting for Derivative Instruments and Hedging Activities".
          SFAS No. 133 requires companies to recognize all derivative contracts
          as either assets or liabilities in the balance sheet and to measure
          them at fair value. If certain conditions are met, a derivative may be
          specifically designated as a hedge, the objective of which is to match
          the timing of the gain or loss recognition on the hedging derivative
          with the recognition of (i) the changes in the fair value of the
          hedged asset or liability that are attributable to the hedged risk or
          (ii) the earnings effect of the hedged forecasted transaction. For a
          derivative not designated as a hedging instrument, the gain or loss is
          recognized in income in the period of change. On June 30, 1999, the
          FASB issued SFAS No. 137, "Accounting for Derivative Instruments and
          Hedging Activities - Deferral of the Effective Date of FASB Statement
          No. 133". SFAS No. 133 as amended by SFAS No. 137 is effective for all
          fiscal quarters of fiscal years beginning after June 15, 2000. In June
          2000, the FASB issued SFAS No. 138, "Accounting for Certain Derivative
          Instruments and Certain Hedging Activities". SFAS No. 133 as amended
          by SFAS No. 137 and 138 is effective for all fiscal quarters of fiscal
          years beginning after June 15, 2000.

          Historically, the Company has not entered into derivatives contracts
          to hedge existing risks or for speculative purposes. Accordingly, the
          Company does not expect adoption of the new standard to have a
          material effect on our consolidated financial statements.

          In December 1999, the Securities and Exchange Commission issued Staff
          Accounting Bulletin ("SAB") No. 101, "Revenue Recognition in Financial
          Statements." SAB 101 provides guidance for revenue recognition under
          certain circumstances, and is effective during the first quarter of
          fiscal year 2001. SAB 101 is not expected to have a material effect on
          our consolidated results of operations, financial position and cash
          flows.






                                      F-12
<PAGE>


                                     T & G2
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (CONTINUED)
                             JUNE 30, 2002 AND 2001


NOTE 2 -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
----------------------------------------------------------------

          Recent Accounting Pronouncements (Continued)
          --------------------------------------------

          On March 16, 2000, the Emerging Issues Task Force issued EITF 99-19
          "Recording Revenue as a Principal versus Net as an Agent" which
          addresses the issue of how and when revenues should be recognized on a
          Gross or Net method as the title implies. The emerging Issues Task
          Force has not reached a consensus but sites SEC Staff Accounting
          Bulletin 101. EITF 99-19 does not affect our consolidated financial
          statements.

          On July 20, 2000, the Emerging Issues Task Force issued EITF 00-14
          "Accounting For Certain Sales Incentives" which establishes accounting
          and reporting requirements for sales incentives such as discounts,
          coupons, rebates and free products or services. Generally, reductions
          in or refunds of a selling price should be classified as a reduction
          in revenue. For SEC registrants, the implementation date is the
          beginning of the fourth quarter after the registrant's fiscal year end
          December 15, 1999. EITF 00-14 does not affect our consolidated
          financial statements.

          In June 2001, the FASB issued Statement No. 142 "Goodwill and Other
          Intangible Assets". This Statement addresses financial accounting and
          reporting for acquired goodwill and other intangible assets and
          supersedes APB Opinion No. 17, Intangible Assets. It addresses how
          intangible assets that are acquired individually or with a group of
          other assets (but not those acquired in a business combination) should
          be accounted for in financial statements upon their acquisition. This
          Statement also addresses how goodwill and other intangible assets
          should be accounted for after they have been initially recognized in
          the financial statements. This statement has been considered when
          determining impairment of goodwill in certain transactions.


NOTE 3 -  ACCOUNTS RECEIVABLE
-----------------------------

          Represents amounts due from a company under a licensing arrangement.
          Amounts due at June 30, 2002 were $14,000.












                                      F-13
<PAGE>


                                     T & G2
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (CONTINUED)
                             JUNE 30, 2002 AND 2001


NOTE 4 -  FIXED ASSETS
----------------------

          Fixed assets consist of the following at June 30, 2002:


          Office equipment                                   $   3,463
          Furniture and fixtures                                 2,646
          Equipment - Zingo Sales                               40,109
          Time clock equipment                                  22,337
          Time clock software                                   54,144
                                                             ----------
                                                               122,699
            Accumulated Depreciation                            (1,949)
                                                             ----------

                             Total                           $ 120,750
                                                             ==========

          Depreciation expense was $878 for the six months ended June 30, 2002.


NOTE 5 -  NOTES PAYABLE
-----------------------

          On April 3, 2001, the Company entered into a line of credit agreement
          with a bank. The loan, which is due on demand bears interest at 2.25%
          and provides for maximum borrowings up to $63,100. The line of credit
          is guaranteed by a majority shareholder. The outstanding balance at
          June 30, 2002 is $36,935. Interest expense charged to operations for
          the six months ended June 30, 2002 was $1,485.

          The Company pursuant to a note agreement dated May 28, 2002 with
          Protech Trading Inc. has a note payable in the amount of $68,800, due
          May 30, 2003. Interest on this note is payable quarterly, at one
          percent per quarter, four percent annually. The note is collateralized
          by 200,000 shares of the Company's Class A Common Stock.

          The Company has a note payable in the amount of $117,000 due to Largo
          Holdings. During the six months ended June 30, 2002, $50,000 plus
          $12,000 in interest expense was converted to 100,000 shares of the
          Company's Class A Common Stock.












                                      F-14
<PAGE>


                                     T & G2
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (CONTINUED)
                             JUNE 30, 2002 AND 2001


NOTE 6 -  RELATED PARTY TRANSACTIONS
------------------------------------

          Amounts due to related parties at June 30, 2002 is $307,619 and
          consist of the following:

          A note payable to a relative of an officer in the amount of $100,000,
          at 12% interest, payable monthly, due on demand.

          A note payable to a company through common ownership in the amount of
          $207,619, due on demand.


NOTE 7 -  ACQUISITIONS
----------------------

          On January 12, 2002, the Company acquired STI as a wholly-owned
          subsidiary for 20,511,365 shares of common stock.

          In March, 2002, Zingo was acquired as a wholly owned subsidiary by the
          Company for 2,500,000 shares of common stock.


NOTE 8 -  STOCKHOLDERS' EQUITY
------------------------------

          As of June 30, 2002 and December 31, 2001, there were 31,000,000
          authorized shares, and 7,588,744 and 20,511,365 issued and outstanding
          shares of the Company's common stock A with a par value of $.001.

          As of June 30, 2002 and December 31, 2001, there were 2,000,000
          authorized shares, and 1,142,858 issued and outstanding shares of the
          Company's common stock B with a par value of $.001.

          As of June 30, 2002 and December 31, 2001, there were 5,000,000
          authorized shares, and $-0- and 89,286 issued and outstanding shares
          of the Company's preferred stock with a par value of $1.00.

          The shares of common stock issued for the six months ended June 30,
          2002 relate to the following:

          There were 200,000 shares of stock issued for consulting services at a
          fair value of $.19 per share ($38,000).

          There were 2,500,000 shares of stock issued for the acquisition of
          Zingo at a fair value of $1.95 per share ($4,875,000).





                                      F-15
<PAGE>


                                     T & G2
                 (FORMERLY INTERNATIONAL MERCANTILE CORPORATION)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (CONTINUED)
                             JUNE 30, 2002 AND 2001


NOTE 8 -  STOCKHOLDERS' EQUITY (CONTINUED)
------------------------------------------

          There were 55,000 shares of stock issued for consulting services at a
          fair value of $.57 per share ($31,350).

          There were 100,000 shares of stock issued in a debt conversion at a
          fair value of $.62 per share ($62,000) representing a debt reduction
          of $50,000 and accrued interest of $12,000.

          There were 200,000 shares of stock issued for consulting services at a
          fair value of $.57 per share ($114,000).

          There were 255,000 shares of stock issued for consulting services at a
          fair value of $.50 per share ($127,500).

          There were a total of 239,000 shares of stock issued for $135,000.


NOTE 9 -  GOING CONCERN
-----------------------

          As shown in the accompanying condensed consolidated financial
          statements, the Company incurred substantial net losses for the years
          ended December 31, 2001 and 2000 as well as for the six months ended
          June 30, 2002. There is no guarantee whether the Company will be able
          to generate enough revenue and/or raise capital to support those
          operations. This raises substantial doubt about the Company's ability
          to continue as a going concern.

          Management also states that they are confident that they can improve
          operations and raise the appropriate funds needed through the
          advancements in STI and Zingo over the last six months.

          The condensed consolidated financial statements do not include any
          adjustments that might result from the outcome of these uncertainties.


NOTE 10 - SUBSEQUENT EVENTS
---------------------------

          The Company executed an agreement for 200,000 shares of common stock
          for marketing and advertising consulting services.

          The Company has signed a letter of intent to enter into an equity line
          of credit ($2,500,000) and convertible debenture ($250,000). Funding
          from this line of credit will be used to continue the production of
          the Company's time clocks and computer equipment for the computerized
          Bingo games. In addition, the Company signed a letter of intent to
          enter into purchase order financing.



                                      F-16
<PAGE>


T & G 2 - 10QSB - Quarterly Report                        Date Filed:  8/14/2002
--------------------------------------------------------------------------------




Item 2.   Management's Discussion and Analysis or Plan of Operation
-------------------------------------------------------------------

Introduction
------------

The following  discussion and analysis  highlights the financial position of T &
G2,  Inc.  (the  "Company"  or "us") at June 30,  2002 and  compared to year end
December  31,  2001 and plan of  operations  for the  three  month and six month
periods ended June 30, 2002 and 2001. This discussion and analysis  contained in
our Annual Report on Form-10KSB for the year ended December 31, 2001.  Financial
information contained within this report is condensed and unaudited.

Certain  statements in this Form 10-QSB,  including  information set forth under
Item 2. Management's  Discussion and Analysis of Financial Condition and Results
of Operations constitute `forward-looking  statements' within the meaning of the
Private   Securities   Litigation   Reform  Act  of  1995  (the   "Act").   Such
forward-looking   statements   are   identified  by  words  such  as  "intends,"
"anticipates."  "hopes," and  "expects,"  among  others,  and  include,  without
limitation,  statements  regarding  the Company's  plan of business  operations,
anticipated  revenues,  related  expenditures,  and the results of any  business
transactions.  Factors  that could  cause  actual  results to differ  materially
include, among others, the following: acceptability of the Company's services in
the market place, general economic conditions, political and economic conditions
in the United States and abroad, and competition. Investors are cautioned not to
put undue reliance on forward-looking  statements.  Except as otherwise required
by applicable  securities  statutes or  regulations,  the Company  disclaims any
intent to update publicly these forward-looking statements,  whether as a result
of new information, future events or otherwise.

Plan of Operation
-----------------

The  Company's  management  intends  to seek  funding  from a variety of sources
including  private  placements of its stock,  public  offerings of its stock, as
well as debt financing, including entering into a letter of intent for an equity
line  of  credit,   convertible   debentures,   and  purchase  order  financing.
Additionally,  business combinations with entities with significant cash will be
considered.  However, there can be no assurance management will be successful in
these endeavors.

For the following  three month period from July 1, 2002 to September 30, 2002 it
is  anticipated,  absent the Company's  obtaining  other sources of liquidity as
described above, the Company's primary funding for ongoing  corporate  expenses,
such as legal and  accounting  fees and filing  fees,  will be  provided  by the
private sale of the Company's securities. Thereafter, the Company anticipates to
generate  revenues  from the sale of their time  clocks and  computerized  bingo
systems.

The Company's  management has had ongoing  discussions  with investment  bankers
pertaining to a stair step  financing  plan.  This will  encompass  initial seed


--------------------------------------------------------------------------------
                                                                        Page 3
<PAGE>


T & G 2 - 10QSB - Quarterly Report                        Date Filed:  8/14/2002
--------------------------------------------------------------------------------


capital,  a first and second  level of  private  placements,  bridge  financing,
mezzanine financing and an eventual initial public offering.  However, there can
be no assurance management will be successful in these endeavors.

During the three month period ended June 30,  2002,  the Company  realized a net
loss of $636,204 compared with $64,802 for the three-month period ended June 30,
2001. Of the $636,204 loss for the period, $334,850 represents services provided
for  issuances  of common  stock.  We  anticipate  that going  forward,  we will
streamline administrative, and professional fees to conserve cash flow. Once the
recognition of revenues  occurs,  certain  expenses will  increase,  but only in
accordance with the increase in revenues.

Liquidity and Capital Resources
-------------------------------

For the six months ended June 30, 2002,  the Company used  $407,080 in operating
activities  compared to $75,862  for the six months  ended June 30,  2001.  Most
noted in this  increase in cash used in  operations  is the increase in accounts
payable and accrued  expenses,  which we believe  should be improved by the year
end, and the issuances of stock for services, and organization.  The Company did
receive  $135,000  from the sale of stock in the six months ended June 30, 2002,
compared to $10,500 for the six months  ended June 30, 2001.  Additionally,  the
Company has borrowed  certain  amounts from related  parties as well as banks to
finance the beginning production costs for its timeclocks and computerized bingo
systems.

The  Company  has made  significant  progress  with  respect to future  funding.
Executed letters of intent for an equity line of credit, convertible debentures,
and purchase order financing has been completed,  and will enable the Company to
market, and produce its products.

Going Concern. The accompanying financial statements have been prepared assuming
-------------
the Company will continue as a going concern. The Company has suffered recurring
losses from operations and at June 30, 2002, had a working capital deficit.  The
financial  statements do not include any adjustments  that might result from the
outcome of this uncertainty.


                           PART II. OTHER INFORMATION
                           --------------------------


Item 1.   Legal Proceedings
---------------------------

     The Company is not engaged in any legal  proceedings  except  litigation in
the ordinary course of its business. In the opinion of management, the amount of
ultimate  liability with respect to any such proceedings will not be material to
the Company's financial position or results of operations.



--------------------------------------------------------------------------------
                                                                        Page 4
<PAGE>


T & G 2 - 10QSB - Quarterly Report                        Date Filed:  8/14/2002
--------------------------------------------------------------------------------


Item 2.   Changes in Securities
-------------------------------

     None


Item 3.   Defaults Upon Senior Securities
-----------------------------------------

     None


Item 4.   Submission of Matters to a Vote of Securities Holders
---------------------------------------------------------------

     No matters were submitted to a vote of the security  holders of the Company
during its fiscal quarter ended June 30, 2002.


Item 5.   Other Information
---------------------------

     None.


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

     (a)  Exhibits

          None

     (b)  Reports on Form 8-K.

          The Company  reported an 8k for the change of name and merger into T &
     G 2 from Solutions Technology and International Mercantile Corporation..






















--------------------------------------------------------------------------------
                                                                        Page 5
<PAGE>


T & G 2 - 10QSB - Quarterly Report                        Date Filed:  8/14/2002
--------------------------------------------------------------------------------





                                   SIGNATURES
                                   ----------

     In accordance  with the  requirements  of the Securities  Exchange Act, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


T & G 2, Inc.


Date: August 13, 2002              By: /s/ James Farinella
                                      ------------------------------------------
                                      James Farinella
                                      Chairman, Chief Executive Officer and
                                      President







































--------------------------------------------------------------------------------
                                                                        Page 6
<PAGE>


T & G 2 - 10QSB - Quarterly Report                        Date Filed:  8/14/2002
--------------------------------------------------------------------------------




                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned hereby certifies,  in his capacity as an officer of T & G2, Inc.
(the "Company"),  for purposes of 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, that to his knowledge:

     A.   the Quarterly Report of the Company on Form 10QSB for the period ended
          June 30, 2002 fully complies with the requirements of Section 13(a) of
          the Securities Exchange Act of 1934; and
     B.   the  information  contained  in such report  fairly  presents,  in all
          material respects, the financial condition and results of operation of
          the Company.




Dated: August 13, 2002



/s/ James Farinella
-----------------------------------------------
James Farinella
Chairman, Chief Executive Officer and President





















--------------------------------------------------------------------------------
                                                                        Page 7