UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

/X/      Quarterly Report under Section 13 or 15(d) of the Securities Exchange
         Act of 1934 For the quarterly period ended June 30, 2001

/ /      Transition Report under Section 13 or 15(d) of the Securities Exchange
         Act of 1934.
         For transition period from _____________ to ________________.

                        Commission File Number: 2-98014-D

                            NOVA COMMUNICATIONS LTD.
        (Exact name of small business issuer as specified in its charter)

                  Nevada                                95-4756822
         (State or other jurisdiction of           (IRS Employer
          incorporation or organization)            Identification Number)

                     3830 Del Amo Blvd., Torrance, CA 90503
                    (Address of principal executive offices)

          Issuer's telephone number including area code: (310) 642-0200

Check whether the Issuer (1) has filed all reports required to be filed by
Section 13 or 15 (d) of the Exchange Act during the past 12 months (or for such
shorter period that the Registrant was required to file such reports;) and (2)
has been subject to such filing requirements for the past 90 Days: Yes / X / No
/ /

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

Common stock: $.001 par value 21,734,872 shares outstanding at June 30, 2001.

Documents incorporated by reference:  Form S-8 filed June 8, 2001

Total sequentially numbered pages in this document: 22

                                       1
<PAGE>
                                      INDEX

                            NOVA COMMUNICATIONS LTD.


PART I.  FINANCIAL INFORMATION

Item 1   Financial Statements June 30, 2001 (unaudited) and December 31, 2000
         (audited)

         (a) Consolidated Balance Sheets, June 30, 2001 and December 31, 2000.

         (b) Statements of Operations and Comprehensive Loss for the Six Months
         Ended June 30, 2001 and 2000.

         (c) Statements of Operations and Comprehensive Loss for the Three
         Months Ended June 30, 2001 and 2000.

         (d) Statements of Cash Flows for the Six Months Ended June 30, 2001 and
         2000.

         (e) Notes to Consolidated Financial Statements.

Item 2   Management's Discussion And Analysis Of Financial Condition And Results
         Of Operations

PART II. OTHER INFORMATION

Item 5   Other Information

Item 6   Exhibits And Reports On Form 8-K














                                       2
<PAGE>
PART I.            FINANCIAL INFORMATION

Item 1             Financial Statements
<TABLE>
<CAPTION>
                            NOVA COMMUNICATIONS LTD.

                           Consolidated Balance Sheets

                                                                            June 30            December 31
                                                                               2001                2000
                                                                         ----------------     ----------------
<S>                                                                      <C>                  <C>
                                  ASSETS

Current assets:
   Cash                                                                  $             -      $       422,203
   Accounts receivables, less allowance for uncollectible accounts of
    $80.011 in 2001 and $96,737 in 2000                                          379,127              371,055
   Notes receivable                                                               59,750               85,632
   Inventories                                                                   276,403              237,115
   Prepaid expenses and deposits                                                 369,486               22,928
   Available-for-sale investments                                                 87,000               87,000
                                                                          --------------       --------------
       Total current assets                                                    1,171,766            1,225,933




Equipment, net                                                                   787,592              803,558




Other assets:
   Goodwill, less accumulated amortization of $360,497
    in 2001 and $124,357 in 2000                                               3,169,506            3,110,996
   Deposits                                                                       67,078                3,063
                                                                          --------------       --------------
       Total other assets                                                      3,236,584            3,114,059





                                                                         $     5,195,942      $     5,143,550
                                                                          ==============       ==============


                             See accompanying notes.
                                       3
<PAGE>
                            NOVA COMMUNICATIONS LTD.

                     Consolidated Balance Sheets (continued)

                                                                            June 30            December 31
                                                                               2001                2000
                                                                         ----------------     ----------------

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

Current liabilities:
   Checks issued in excess of cash on hand                               $       157,363      $             -
   Accounts payable                                                            2,250,697            1,997,572
   Payable to related parties                                                     21,116               63,286
   Accrued payroll and payroll related liabilities                               267,739               76,272
   Customer deposits                                                             597,172              551,550
   Income taxes payable                                                                -                  800
   Other accrued liabilities                                                     341,653              244,995
   Long-term obligations, due within one year                                    978,978              174,454
                                                                          --------------       --------------
       Total current liabilities                                               4,614,718            3,108,929

Long-term obligations                                                            528,956              932,465

Notes payable to related parties                                                 906,726            1,007,800

Commitments

Stockholders' equity (deficit):
   Preferred stock; no par value; authorized 10,000,000
    shares                                                                             -                    -
   Common stock; $.001 par value; authorized
    500,000,000 shares; outstanding 21,734,872,shares in
    2001 and 18,603,622 shares in 2000                                            21,735               18,604
   Common stock to be issued                                                           0              371,953
   Additional paid-in capital                                                 12,808,767           11,842,912
   Retained deficit                                                          (13,274,203)         (11,728,356)
   Unrealized holding loss from available-for-sale
    investments                                                                 (410,757)            (410,757)
                                                                          --------------       --------------
       Total stockholders equity (deficit)                                      (854,458)              94,356
                                                                          ---------------      --------------

                                                                         $    5,195,942       $     5,143,550
                                                                          =============        ==============
</TABLE>


                             See accompanying notes.
                                       4
<PAGE>
<TABLE>
<CAPTION>
                            NOVA COMMUNICATIONS LTD.

                 Statements of Operations and Comprehensive Loss




                                                             For The Six Months
                                                               Ended June 30
                                                             2001           2000
                                                         -----------    -----------
                                                       (Consolidated)
<S>                                                      <C>            <C>
Revenues                                                 $3,169,752     $    12,261

Cost of revenues                                          2,425,288               -
                                                         -----------    -----------

Gross margin                                                744,464          12,261

Operating expenses:
   Selling                                                  255,503               -
   Operating                                              1,143,612               -
   General and administrative                               753,416         138,942
                                                         -----------    -----------
       Total operating expenses                           2,152,531         138,942
                                                         -----------    -----------

Loss from operations                                     (1,408,067)       (126,681)

Other income (expenses):
   Loan fees                                                      -         (76,600)
   Interest, net                                           (140,363)              -
                                                         -----------    -----------
       Total other income (expenses)                       (140,363)        (76,600)
                                                         -----------    -----------

Loss before provision (benefit) for income taxes         (1,548,430)       (203,281)

Provision (benefit) for income taxes                         (2,583)            800
                                                         -----------    -----------

Net loss                                                $(1,545,847)    $  (204,081)
                                                         ==========     ===========


Net loss per common share                               $    (.0797)    $    (.0151)
                                                         ==========     ===========

Net loss                                                $(1,545,847)    $  (204,081)

Unrealized holding gain (loss) on available-for-sale
 investments                                                      -               -
                                                         -----------    -----------

Comprehensive loss                                      $(1,545,847)    $  (204,081)
                                                        ===========     ===========


Comprehensive loss per common share                     $    (.0797)    $     (0151)
                                                        ===========     ===========


                             See accompanying notes.
                                       5
<PAGE>
                            NOVA COMMUNICATIONS LTD.

                 Statements of Operations and Comprehensive Loss




                                                            For The Three Months
                                                                Ended June 30
                                                             2001           2000
                                                         -----------    -----------
                                                        (Consolidated)

Revenues                                                 $1,589,079     $     7,281

Cost of revenues                                          1,313,251               -
                                                         -----------    -----------

Gross margin                                                275,828           7,281

Operating expenses:
   Selling                                                  116,513               -
   Operating                                                567,142               -
   General and administrative                               383,356          61,681
                                                         -----------    -----------
       Total operating expenses                           1,067,011          61,681
                                                         -----------    -----------

Loss from operations                                       (791,183)        (54,400)

Other income (expenses):
   Loan fees                                                      -         (38,270)
   Interest, net                                           (129,858)              -
                                                         -----------    -----------
       Total other income (expenses)                       (129,858)        (38,270)
                                                         -----------    -----------

Loss before provision (benefit) for income taxes           (921,041)        (92,670)

Provision (benefit) for income taxes                              -               -
                                                         -----------    -----------

Net loss                                                 $ (921,041)    $   (92,670)
                                                         ===========    ===========


Net loss per common share                                $   (.0464)    $    (.0069)
                                                         ===========    ============

Net loss                                                 $ (921,041)    $   (92,670)

Unrealized holding gain (loss) on available-for-sale
  investments                                                     -               -
                                                         -----------    -----------

Comprehensive loss                                       $ (921,041)    $   (92,670)
                                                         ===========    ===========


Comprehensive loss per common share                      $   (.0464)    $     (0069)
                                                         ===========    ===========
</TABLE>



                             See accompanying notes.
                                       6
<PAGE>
<TABLE>
<CAPTION>
                            NOVA COMMUNICATIONS LTD.
                            Statements of Cash Flows
                                                                         For The Six Months
                                                                          Ended June 30
                                                                                       -
                                                                       2001               2000
                                                                  ---------------    --------------
                                                                  Consolidated)
<S>                                                               <C>                <C>
Cash flows from operating activities:
   Net loss                                                           $(1,545,847)       $(204,081)

   Adjustments to reconcile net loss to net cash used in
    operating activities:
     Depreciation and amortization                                        332,351            2,500
     Changes in assets and liabilities, net of effects of
      purchase of subsidiary:
       Receivables                                                         (8,072)               -
       Inventories                                                        (39,288)               -
       Prepaid expenses and deposits                                     (346,557)               -
       Investments                                                              -                -
       Checks issued in excess of cash on hand                            157,363                -
       Accounts payable                                                   253,125           35,559
       Accrued liabilities                                                290,777
                                                                          -------      ----------
                                                                          639,699           38,059
Cash flows from investing activities:
   Principal repayments on notes receivable                                25,882           30,304
   Deposits                                                               (64,015)               -
   Advances to Communications 2000, Inc.                                        -         (137,165)
   Capital expenditures                                                   (80,245)
   Increase in goodwill                                                  (294,650)               -
                                                                         --------         --------
                                                                         (413,028)        (106,861)
Cash flows from financing activities:
    Proceeds from notes payable                                           448,688          149,699
    Principal payments on capitalized lease obligations                   (47,673)               -
    Principal payments on notes payable to related parties               (101,074)          (2,765)
    Deferred loan fees                                                          -          123,210
    Issuance of common stock                                              503,150
    Additional paid-in-capital resulting from sale of
     common stock by subsidiary                                            93,882                -
                                                                         --------         --------
                                                                          896,973          270,144
                                                                         --------         --------
   Net decrease in cash                                                  (422,203)          (2,739)

   Cash at beginning of quarter                                           422,203            3,513
                                                                         --------         --------

   Cash at end of quarter                                            $          -        $     774
                                                                         ========         ========
</TABLE>


                             See accompanying notes.
                                       7
<PAGE>
                            NOVA COMMUNICATIONS LTD.
                   Notes to Consolidated Financial Statements
                                  June 30, 2001


1.       Business and summary of significant accounting policies
         -------------------------------------------------------

         Business: Nova Communications Ltd. (the "Company" or "Nova") was
         incorporated under the laws of the State of Utah on March 25, 1985.
         Effective June 28, 1999, the Company changed its name from First
         Colonial Ventures, Ltd. to Nova Communications Ltd. and changed its
         state of incorporation from Utah to Nevada. The Company invests in and
         provides managerial assistance to developing companies.

         Basis of consolidation: The consolidated financial statements include
         the accounts of Nova and its subsidiaries, Communications 2000, Inc.
         and Kadfield, Inc. All intercompany accounts and transactions have been
         eliminated.

         As of June 30, 2001, the Company owned 46.68% of Communications 2000,
         Inc. (46.86% at December 31, 2000), and Communications 2000, Inc. owned
         100% of Kadfield, Inc. These subsidiaries are consolidated because
         Management believes it exercises significant management influence over
         Communications 2000, Inc. and Kadfield, Inc.

         Losses exceed the minority interest in the equity capital of
         Communications 2000, Inc. and Kadfield, Inc. Accordingly, losses
         applicable to the minority interest in Communications 2000, Inc. and
         Kadfield, Inc. are charged against Nova, as there is no obligation of
         the minority stockholders to guarantee such losses. If future earning
         of Communications 2000, Inc. and Kadfield, Inc. do materialize, Nova
         will be credited to the extent of such losses previously absorbed.

         Interim reporting: The Company's year-end for accounting and tax
         purposes is December 31. In the opinion of management of the Company,
         the accompanying consolidated financial statements as of June 30, 2001
         and for the six months then ended contain all adjustments, consisting
         of only normal recurring adjustments, except as noted elsewhere in the
         notes to the consolidated financial statements, necessary to present
         fairly its financial position, results of its operations and cash
         flows. The consolidated results of operations for the six months ended
         June 30, 2001 are not necessarily indicative of the results to be
         expected for the full year.

         Cash and cash concentrations: For purposes of the statement of cash
         flows, the Company and its subsidiaries consider cash equivalents to be
         highly liquid instruments with original due dates within three months
         of the date purchased.

         The Company and its subsidiaries place their cash in financial
         institutions and, at various times throughout the year, cash held in
         these accounts has exceeded Federal Deposit Insurance Corporation
         limits. Neither the Company nor its subsidiaries have experienced any
         losses as a result of these cash concentrations.



                                       8
<PAGE>
                            NOVA COMMUNICATIONS LTD.
                   Notes to Consolidated Financial Statements
                                  June 30, 2001


1.       Business and summary of significant accounting policies (continued)
         ------------------------------------------------------------------

         Equipment: Equipment is carried at cost. Depreciation is computed using
         the straight-line method over the estimated useful lives of the
         depreciable assets, which range from five to fifteen years.

         Computer software obtained or developed for internal use is capitalized
         in accordance with Statement of Position 98-1, "Accounting for the Cost
         of Computer Software Developed for Internal Use". Amortization is
         computed using the straight-line method over seven years.

         Equipment under capitalized lease obligations is carried at estimated
         fair market value determined at the inception of the lease.
         Amortization is computed using the straight-line method over the
         original term of the lease or the estimated useful lives of the assets,
         whichever is shorter.

         Goodwill: Goodwill represents the excess purchase price over the
         estimated fair value of the net assets of its subsidiaries.
         Amortization is computed using the straight-line method over seven
         years.

         Impairment of long-lived assets: The Company and its subsidiaries
         assess the recoverability of long-lived assets by determining whether
         the depreciation and amortization of the asset's balance over its
         remaining life can be recovered through projected undiscounted future
         cash flows. The amount of impairment, if any, is measured based on fair
         value and charged to operations in the period in which the impairment
         is determined by management. Management has determined that there is no
         impairment of long-lived assets as of June 30, 2001 or December 31,
         2000.

         Revenue recognition: Revenue from Nova's managerial assistance services
         is recognized when services are rendered.

         Communications 2000, Inc. routinely enters into contracts for the
         installation of its business communications systems. Revenue from these
         sales contracts is recognized under the percentage-of-completion method
         of accounting in the ratio that costs incurred bear to estimated total
         costs. Adjustments to cost estimates are made periodically, and losses
         expected to be incurred on contracts in progress are charged to
         operations in the period such losses are determined. Revenue from
         service of business communications systems is recognized when services
         are rendered.

         Revenue from Kadfield, Inc.'s computer and electronic equipment sales
         is recognized when equipment is shipped to customers.



                                       9
<PAGE>
                            NOVA COMMUNICATIONS LTD.
                   Notes to Consolidated Financial Statements
                                  June 30, 2001


1.       Business and summary of significant accounting policies (continued)
         ------------------------------------------------------------------

         Stock based compensation: The Company and its subsidiaries account for
         stock based compensation under Statement of Financial Accounting
         Standards No. 123 ("SFAS 123). SFAS 123 defines a fair value based
         method of accounting for stock based compensation. However, SFAS 123
         allows an entity to continue to measure compensation cost related to
         stock and stock options issued to employees using the intrinsic method
         of accounting prescribed by Accounting Principles Board Opinion No. 25
         ("APB 25"), "Accounting for Stock issued to Employees". Entities
         electing to remain with the accounting method of APB 25 must make pro
         forma disclosures of net income and earnings per share, as if the fair
         value method of accounting defined in SFAS 123 had been applied. The
         Company has elected to account for its stock based compensation to
         employees under APB 25.

         Advertising: The Company and its subsidiaries expense the cost of
         advertising as incurred as selling expenses. Advertising expenses were
         approximately $116,790 for the six months ended June 30, 2001.

         Reporting comprehensive income: The Company and its subsidiaries report
         and display comprehensive income and its components as separate amounts
         in the consolidated financial statements. Comprehensive income includes
         all changes in equity during a period that result from recognized
         transactions and other economic events other than transactions with
         owners.

         Income taxes: Income taxes are provided on the liability method whereby
         deferred tax assets and liabilities are recognized for the expected tax
         consequences of temporary differences between the tax bases and
         reported amounts of assets and liabilities. Deferred tax assets and
         liabilities are computed using enacted tax rates expected to apply to
         taxable income in the years in which temporary differences are expected
         to be recovered or settled. The effect on deferred tax assets and
         liabilities from a change in tax rates is recognized in income in the
         period that includes the enactment date. The Company and its
         subsidiaries provide a valuation allowance for certain deferred tax
         assets, if it is more likely than not that the Company or its
         subsidiaries will not realize tax assets through future operations.

         Segment reporting: The Company and its subsidiaries report information
         about operating segments and related disclosures about product and
         services, geographic areas and major customers in annual and interim
         consolidated financial statements under Statement of Financial
         Accounting Standards No. 131, "Disclosures about Segments of an
         Enterprise and Related Information". Operating segments are defined as
         components of an enterprise for which separate financial information is
         available that is evaluated regularly by Management in deciding how to
         allocate resources and in assessing performance.



                                       10
<PAGE>
                            NOVA COMMUNICATIONS LTD.
                   Notes to Consolidated Financial Statements
                                  June 30, 2001


1.       Business and summary of significant accounting policies (continued)
         ------------------------------------------------------------------

         Net loss per common share: Net loss per common share is computed by
         dividing net loss by the weighted average number of common shares
         outstanding during the period. The weighted average number of common
         stock shares outstanding was 19,401,527 for 2001 (13,496,182 for 2000).
         Preferred stock is not considered to be a common stock equivalent.
         Common stock to be issued is not considered to be a common stock
         equivalent as the effect on net loss per common share is anti-dilutive.

         Concentration risk: The Company grants credit to customers primarily in
         the states of California and Florida. The Company's ability to collect
         receivables is affected by economic fluctuations in the geographic
         areas served by the Company.

         Significant risks and uncertainties: The process of preparing financial
         statements in conformity with generally accepted accounting principles
         requires the use of estimates and assumptions regarding certain types
         of assets, liabilities, revenues and expenses. Management of the
         Company has made certain estimates and assumptions regarding the
         collectibility of notes receivable, net realizable value of inventories
         and estimated fair value of investments. Such estimates and assumptions
         primarily relate to unsettled transactions and events as of the date of
         the financial statements. Accordingly, upon settlement, actual results
         may differ from estimated amounts.

2.       Operations
         ----------

         The Company's continued existence is dependent upon its ability to
         obtain profitable operations and until then its ability to obtain
         additional capital. The Company has experienced recurring losses and
         has a negative working capital.

         During 2000, Nova acquired control of two developing companies and
         management believes that with their managerial assistance they will be
         able to improve operating efficiencies and ultimately achieve
         profitability.

         The financial statements do not reflect adjustments relating to the
         recorded asset amounts, or the amounts of liabilities that would be
         necessary should the Company not be able to continue in existence.






                                       11
<PAGE>
                            NOVA COMMUNICATIONS LTD.
                   Notes to Consolidated Financial Statements
                                  June 30, 2001


3.       Business combination
         --------------------

         Effective October 1, 2000, Nova acquired Communications 2000, Inc., dba
         TEC-networks ("TEC-networks") in a business combination accounted for
         as a purchase. TEC-networks supplies, installs and services business
         communications systems, including computer networking and voice, data
         and voice-over-the-Internet communications and has operations in
         Southern California, Northern California, and Tampa, Florida. Its
         customers are located primarily in California and Florida. Prior to the
         business combination, the principal stockholder of TEC-networks was a
         stockholder of Nova and Nova was providing management services to
         TEC-networks.

         Also effective October 1, 2000, TEC-networks acquired 100% of the
         outstanding common stock of Kadfield, Inc ("Kadfield") in a business
         combination accounted for as a purchase. Kadfield is a supplier of
         computer and electronic equipment and its customers are located
         nationwide.

         The results of operations of TEC-networks and Kadfield are included in
         the accompanying consolidated financial statements beginning October 1,
         2000. The following pro forma summary presents consolidated financial
         position and results of operations as if TEC-networks and Kadfield had
         been acquired as of the beginning of Nova's 2000 fiscal year:
                                                Six Months Ended June 30
                                           -----------------------------------
                                                 2001              2000
                                           -----------------  ----------------
           Net sales                        $    3,169,752     $    2,067,757
           Net loss                             (1,545,847)         (893,073)
           Loss per common share                    (.0797)           (.0662)

                                               Three Months Ended June 30
                                           -----------------------------------
                                                 2001              2000
                                           -----------------  ----------------
           Net sales                        $    1,589,079     $      934,126
           Net loss                               (921,041)         (601,197)
           Loss per common share                    (.0464)           (.0445)

         The above amounts are based upon certain assumptions and estimates,
         which the Company believes are reasonable. The pro forma financial
         position and results of operations do not purport to be indicative of
         the results which would have been obtained had the business combination
         occurred as of January 1, 2000 or which may be obtained in the future.





                                       12
<PAGE>
                            NOVA COMMUNICATIONS LTD.
                   Notes to Consolidated Financial Statements
                                  June 30, 2001


4.       Investments
         -----------

         All of the Company's investments are considered by Management to be
         available-for-sale investments. The following is a summary of
         investment securities:

                                                    June 30       December 31
                                                     2001            2000
                                                  -----------     -----------
                  Corporate securities:
                      Amortized cost             $   497,757     $   497,757
                      Gross unrealized losses       (410,757)       (410,757)
                                                  -----------     -----------
                         Estimated fair value    $    87,000     $    87,000
                                                  ==========      ===========

         The Company's available-for-sale investments consist of the following
         Corporate Securities:

           Gulf Coast Hotels, Inc. ("Gulf Coast"): In December 1994, the Company
           purchased the rights to 50% of Gulf Coast, a company incorporated
           under the laws of the State of Nevada. Gulf Coast was formed to
           purchase the rights to approximately 1.4 acres in Biloxi, Mississippi
           and to develop a high-rise condominium hotel on that site. Gulf Coast
           has been unable to raise the approximately $1,000,000 necessary to
           complete the down payment. The seller has provided extensions to Gulf
           Coast, however the agreement is in default. During 1997, Gulf Coast
           entered into agreements to sell its interest in the property and to
           become a minority partner in the development project subject to the
           majority partners obtaining financing.

           Management of Nova has determined that its investment in Gulf Coast
           had no value based upon the uncertainty of the outcome of Gulf
           Coast's default.

           Legal Club: In March 1996, the Company acquired an interest in Legal
           Club, which was incorporated under the laws of the State of Florida.
           Legal Club started a new nationwide membership organization providing
           access to attorney services at discounted rates. In September 1998,
           Legal Club became a publicly traded company.

           The value of the Company's investment in Legal Club was determined
           based upon the closing bid price of its common stock on December 31,
           2000.




                                       13
<PAGE>
                            NOVA COMMUNICATIONS LTD.
                   Notes to Consolidated Financial Statements
                                  June 30, 2001


5.       Equipment
         ---------
<TABLE>
<CAPTION>
         Equipment consisted of the following:
                                                                                 June 30       December 31
                                                                                   2001            2000
                                                                                ------------   ------------
<S>                                                                           <C>              <C>
           Office furniture and equipment                                       $    498,450   $    443,181
           Computer software                                                         261,750        261,750
           Vehicle                                                                     7,400          7,400
           Marketing equipment                                                       192,467        192,467
           Leasehold improvements                                                    260,568        233,341
                                                                                ------------   ------------
                                                                                   1,220,635      1,138,139
           Less accumulated depreciation                                            (433,043)      (334,581)
                                                                                ------------   ------------

              Equipment, net                                                    $    787,592   $    803,558
                                                                                ============   ============

6.       Long-term obligations
         Long-term obligations consisted of the following:                         June 30     December 31
                                                                                     2001            2000
                                                                                ------------   ------------
           Note payable and accrued interest payable to PFK Development Group,
             secured by 337,500 shares of Legal Club stock, borrowings bear
             interest at 10% per annum, borrowings and
             accrued interest are due December 2002.                            $    639,891    $   608,878
           Other notes payable                                                       216,011         93,813
           Capitalized lease obligations                                             652,032        404,228
                                                                                ------------   ------------
                                                                                   1,507,934      1,106,919

           Less principal due within one year                                       (978,978)      (174,454)
                                                                                ------------   ------------
              Long-term obligations                                             $    528,956    $   932,465
                                                                                ============     ==========
</TABLE>
         Aggregate minimum future lease payments under capitalized leases are as
         follows for the years ending subsequent to June 30, 2001:

            Years ending June 30:
            --------------------
                        2002                                   $    245,933
                        2003                                        285,373
                        2004                                        175,885
                        2005                                        129,469
                        2006                                         41,667
                                                                -----------
           Total minimum lease payment                              878,327
            Less amount representing interest                      (228,896)
                                                                -----------
            Present value of minimum future lease payments     $    649,431
                                                                ===========
                                       14
<PAGE>
                            NOVA COMMUNICATIONS LTD.
                   Notes to Consolidated Financial Statements
                                  June 30, 2001


7.       Notes payable to related parties
         --------------------------------
<TABLE>
<CAPTION>
         Notes payable to related parties consisted of the following:
                                                                                 June 30    December 31
                                                                                     2001            2000
                                                                                --------------   --------------
<S>                                                                             <C>              <C>
           Note payable to Palaut Management, Inc. in exchange for
             management consulting services, unsecured and non-interest
             bearing, due June 2003.  Palaut Management, Inc. is controlled
             by close family members of a stockholder of Nova.                  $     625,000    $    625,000

            Note payable to a stockholder and officer of the Company,
             unsecured, non-interest bearing, and due on demand.  This
             individual has agreed not to
             demand repayment of the note before March 2002.                          281,726         382,800
                                                                                --------------   --------------
              Notes payable to related parties                                  $     906,726    $  1,007,800
                                                                                ==============   ==============
</TABLE>

8.       Commitments
         -----------

         The Company leases various facilities, equipment, and vehicles under
         non-cancelable operating lease agreements that expire between the years
         2001 and 2005. Aggregate minimum future lease payments under these
         leases are approximately as follows:

             Years ending June 30:
                           2002                     $   151,858
                           2003                         138,119
                           2004                         130,564
                           2005                          43,240
                                                     ----------

             Total minimum lease payments           $   463,781
                                                     ==========

         Lease expense aggregated approximately $62,156 for the six months ended
         June 30, 2001.

9.       Common stock
         ------------

         In January 2001, the Board of Directors authorized the issuance of an
         aggregate of 400,000 shares of common stock of the Company in exchange
         for an extension in the maturity of a note payable. Management of the
         Company valued the shares issued at $.12 per share, the closing bid
         price of the Company's common stock at the date of issuance. The
         Company recorded interest expense totaling $48,000 as a result of this
         grant.



                                       15
<PAGE>
                            NOVA COMMUNICATIONS LTD.
                   Notes to Consolidated Financial Statements
                                  June 30, 2001


9.       Common stock (continued)
         ------------------------

         In April 2001, the Board of Directors authorized the issuance of an
         aggregate of 365,000 shares of common stock of the Company as an
         incentive for various key employees of Communications 2000. Management
         of the Company valued the shares issued at $.16 per share, the closing
         bid price of the Company's common stock at the date of issuance. The
         Company recorded additional goodwill totaling $58,400 as a result of
         these grants.

         In May 2001, the Board of Directors authorized the issuance of an
         aggregate of 85,000 shares of common stock of the Company in exchange
         for future investment banking and fundraising services. Management of
         the Company valued the shares issued at $.30 per share, the closing bid
         price of the Company's common stock at the date of issuance. The
         Company recorded prepaid expense totaling $25,500 at June 30, 2001 as a
         result of these grants.

         In June 2001, the Board of Directors authorized the issuance of an
         aggregate of 375,000 shares of common stock of the Company in exchange
         for future investment banking and fundraising services. Management of
         the Company valued the shares issued at $.36 per share, the closing bid
         price of the Company's common stock at the date of issuance. The
         Company recorded prepaid expense totaling $135,000 at June 30, 2001 as
         a result of this grant.

         In June 2001, the Board of Directors authorized the issuance of an
         aggregate of 656,250 shares of common stock of the Company in
         settlement of claims by a former employee of Communications 2000.
         Management of the Company valued the shares issued at $.36 per share,
         the closing bid price of the Company's common stock at the date of
         issuance. The Company recorded additional goodwill totaling $236,250 at
         June 30, 2001 as a result of this grant.

         In June 2001, the Company issued 1,250,000 shares of its common stock
         that was previously recorded as Common stock to be issued.

10.      Income taxes
         The components of the provision for income taxes are as follows:

                                                  June 30        June 30
                                                     2001            2000
                                                  ----------     ----------

           State of California                    $       -      $     800

           U.S. Treasury                             (2,583)             -
                                                  ----------     ----------

              Current provision                   $  (2,583)     $     800
                                                  ==========     ==========




                                       16
<PAGE>
                            NOVA COMMUNICATIONS LTD.
                   Notes to Consolidated Financial Statements
                                  June 30, 2001


11.      Other related party transactions
         --------------------------------

         The Company has entered into an agreement with a company for management
         consulting services. The management company is controlled by close
         family members of a stockholder of Nova. The agreement expires in June
         2003 with renewal provisions. Under the terms of the agreement, the
         Company is obligated to pay the management company $205,000 per year.

12.      Segment information
         -------------------

         The Company considers its operations to be in three segments, each of
         which are strategic businesses that are managed separately because each
         business sells or provides distinct products and services. The segments
         are as follows: managerial assistance to developing companies; sale,
         installation and service of business communications systems, including
         computer networking and voice, data and voice-over-the-Internet
         communications; and sale of computer and electronic equipment.

         Financial information by business segment is as follows:
<TABLE>
<CAPTION>
                                                                        Computer
                                                       Business            and
                                    Managerial       communication     electronic          Total
                                    assistance          systems         equipment        segments
                                    ------------  -----------------   -------------  --------------
                                                    Six Months Ended June 30, 2001
                                    ------------  -----------------   -------------  --------------
<S>                                 <C>             <C>                 <C>          <C>
           Revenues                 $      6,145    $   2,088,312       $1,075,295   $   3,169,752
           Loss from operations         (226,930)        (974,278)        (111,999)     (1,313,207)
           Identifiable assets           335,261        1,295,841          395,334       2,026,436
           Capital expenditures            1,970           78,275                -          80,245
           Depreciation and
              amortization                 2,525          300,200           29,626         332,351

                                                                        Computer
                                                       Business            and
                                    Managerial       communication     electronic          Total
                                    assistance          systems         equipment        segments
                                    ------------  -----------------   -------------  --------------
                                                    Six Months Ended June 30, 2000
                                    ------------  -----------------   -------------  --------------
           Revenues                 $     12,261    $           -      $         -   $      12,261
           Loss from operations         (204,081)               -                -        (204,081)
           Identifiable assets           509,913                -                -         509,913
           Capital expenditures                -                -                -               -
           Depreciation                    2,500                -                -           2,500
</TABLE>





                                       17
<PAGE>
                            NOVA COMMUNICATIONS LTD.
                   Notes to Consolidated Financial Statements
                                  June 30, 2001


12.      Segment information (continued)
         -------------------------------

         Reconciliation of the segment information to the consolidated balances
         for loss from operations, total assets, and depreciation and
         amortization are as follows:
<TABLE>
<CAPTION>
                                                               For The Six Months
                                                                  Ended June 30
                                                              2001              2000
                                                          ------------      ------------
<S>                                                       <C>               <C>
           Segment loss from operations                   $ (1,313,207)     $   (204,081)
           Amortization of goodwill                           (232,640)                -
                                                          ------------      ------------
              Consolidated loss from operations             (1,545,847)     $   (204,081)
                                                          ============       ============


                                                            June 30           June 30
                                                              2001              2000
                                                          ------------      ------------
           Segment identifiable assets                    $  2,026,436      $    509,913
           Goodwill, net                                     3,169,506                 -
                                                          ------------      ------------
              Consolidated total assets                   $  5,195,942      $    509,913
                                                          ============      ============


                                                               For The Six Months
                                                                  Ended June 30
                                                              2001               2000
                                                          ------------      ------------

           Segment depreciation and amortization          $     99,711      $      2,500
           Amortization of goodwill                            232,640                 -
                                                          ------------      ------------
              Consolidated depreciation and amortization  $    332,351      $      2,500
                                                          ============      ============
</TABLE>












                                       18
<PAGE>
Item 2           Management's Discussion And Analysis Of Financial Condition And
                 Results Of Operations

         Management's discussion and analysis should be read in conjunction with
the financial statements and the notes thereto.

RESULTS OF OPERATIONS

         These results include the operations of the Company and its
consolidated subsidiaries for the six months ended June 30, 2001. For the six
months ended June 30, 2000, the Company operated as a holding and investment
company.

         Effective October 1, 2000 as discussed in Note 3 "Business
Combinations" to the above financial statements, Nova acquired Communications
2000, Inc., dba TEC-networks ("TEC-networks") in a business combination
accounted for as a purchase. Also effective October 1, 2000, TEC-networks
acquired 100% of the outstanding common stock of Kadfield, Inc ("Kadfield") in a
business combination accounted for as a purchase.

         As a result of these acquisitions, revenues and expenses have increased
significantly in a comparison of operations for first half 2001 with first half
2000.

Net loss, comprehensive loss, net loss per common share and comprehensive loss
per common share

         Net loss and comprehensive loss for the six months ended June 30, 2001
was $(1,545,847), a loss increase of $1,341,766 compared with a loss of
$(204,081) for the same six months of 2000. As a result, net loss per share and
comprehensive loss per share for the six months ended June 30, 2001 was
$(.0797), a loss increase of $.0646 per share compared with a loss of $(.0151)
for the same six months of 2000.

         Net loss and comprehensive loss for the three months ended June 30,
2001 was $(921,041), a loss increase of $828,371 compared with a loss of
$(92,670) for the same three months of 2000. As a result, net loss per share and
comprehensive loss per share for the three months ended June 30, 2001 was
$(.0464), a loss increase of $.0395 per share compared with a loss of $(.0069)
for the same three months of 2000.

Revenues

         Net revenues for the six months ended June 30, 2001 were $3,169,752, an
increase of $3,157,491 compared with $12,261 for the same six months of 2000.
Net revenues increased as a result of consolidation of the Company's
subsidiaries after their acquisition on October 1, 2000.

         Net revenues for the three months ended June 30, 2001 were $1,589,079,
an increase of $1,581,798 compared with $7,281 for the same three months of
2000. Net


                                       19
<PAGE>
revenues increased as a result of consolidation of the Company's subsidiaries
after their acquisition on October 1, 2000.

Cost of revenues and gross margin

         Cost of revenues for the six months ended June 30, 2001 was $2,425,288,
or 76.5% of net revenues. Gross margin for the six months ended June 30, 2001
was $744,464, an increase of $732,203 compared with $12,261 for the same six
months of 2000.

         Cost of revenues for the three months ended June 30, 2001 was
$1,313,251, or 82.6% of net revenues. Gross margin for the three months ended
June 30, 2001 was $275,828, an increase of $268,547 compared with $7,281 for the
same three months of 2000.

Operating expenses

         Operating expenses for the six months ended June 30, 2001 were
$2,152,531, an increase of $2,013,589 compared with $138,942 for the same six
months of 2000. Operating expenses increased as a result of consolidation of the
Company's subsidiaries after their acquisition on October 1, 2000.

         Operating expenses for the three months ended June 30, 2001 were
$1,067,011, an increase of $1,005,330 compared with $61,681 for the same three
months of 2000. Operating expenses increased as a result of consolidation of the
Company's subsidiaries after their acquisition on October 1, 2000.

Other income (expenses)

         Net interest expense for the six months ended June 30, 2001 was
$140,363 compared with $0 for the same six months of 2000. Net interest expense
increased as a result of consolidation of the Company's subsidiaries after their
acquisition on October 1, 2000. Loan fees were incurred in the six months ended
June 30, 2000 from the borrowings under notes payable.

         Net interest expense for the three months ended June 30, 2001 was
$129,858 compared with $0 for the same three months of 2000. Net interest
expense increased as a result of consolidation of the Company's subsidiaries
after their acquisition on October 1, 2000. Loan fees were incurred in the three
months ended June 30, 2000 from the borrowings under notes payable.






                                       20
<PAGE>
PART II.          OTHER INFORMATION

Item 5            Other Information
                   None

Item 6            Exhibits And Reports On Form 8-K

(a)      Exhibits

Exhibit
Number   Description of Document

3(3)(i)(1)        First Colonial Ventures, Ltd. Articles of Incorporation -
                  March 25, 1985 (Incorporated by reference)

3(3)(i)(2)        First Colonial Ventures, Ltd. Amendment to Articles of
                  Incorporation - August 12, 1985 (Incorporated by reference)

3(3)(i)(3)        First Colonial Ventures, Ltd. Amendment to Articles of
                  Incorporation -September 3, 1985 (Incorporated by reference)

3(3)(i)(4)        First Colonial Ventures, Ltd. Amendment to Articles of
                  Incorporation -February 3, 1992 (Incorporated by reference)

3(3)(ii)(1)       Bylaws   (Incorporated by reference)


(b)               No reports on Form 8-K where filed during the period covered
                  by this report.






















                                       21
<PAGE>
In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the Company in the capacities and on the dates
indicated:


August 14, 2001


/s/Kenneth D. Owen
--------------------
Kenneth D. Owen                             President and Director



August 14, 2001


/s/Leslie I. Handler
--------------------
Leslie I. Handler                           Assistant Secretary and Director
































                                       22