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 March 31, 2002

/ /      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 31,571,771 shares outstanding at March 31, 2002.

Documents incorporated by reference:  None

Total sequentially numbered pages in this document: 21








                                       1
<PAGE>
                                      INDEX

                            NOVA COMMUNICATIONS LTD.


PART I.            FINANCIAL INFORMATION

Item 1             Financial Statements March 31, 2002 (unaudited) and
                   December 31, 2001 (audited)

                   (a) Consolidated  Balance Sheets, March 31, 2002 and
                   December 31, 2001.

                   (b) Statements of Operations and  Comprehensive  Loss for the
                   Three Months Ended March 31, 2002 and 2001.

                   (c) Statements of Cash Flows for the Three Months Ended March
                   31, 2002 and 2001.

                   (d) 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

                                                                             March 31          December 31
                                                                               2002                2001
                                                                         ----------------     ---------------
                                  ASSETS
                                  ------

<S>                                                                     <C>                  <C>
Current assets:
   Cash                                                                  $       169,894      $       101,345
   Accounts receivables, less allowance for uncollectible accounts of
    $71,596 in 2002 and $58,935 in 2001                                          232,017              274,348
   Notes receivable                                                               38,198               39,446
   Inventories                                                                   142,656              148,850
   Prepaid expenses and deposits                                                  50,143               42,532
   Available-for-sale investments                                                 32,625               32,625
                                                                          --------------       --------------
       Total current assets                                                      665,533              639,146




Equipment, net                                                                   637,339              679,161




Other assets:
   Goodwill, less accumulated amortization of $3,297,620 in 2002
    and $3,296,647 in 2001                                                        21,411               22,384
   Deposits                                                                       43,047               67,078
                                                                          --------------       --------------
       Total other assets                                                         64,458               89,462



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

                                                                         $     1,367,330      $     1,407,769
                                                                          ==============       ==============
</TABLE>






                             See accompanying notes.


                                       3
<PAGE>
                            NOVA COMMUNICATIONS LTD.

                     Consolidated Balance Sheets (continued)

<TABLE>
<CAPTION>

                                                                           March 31            December 31
                                                                               2002                2001
                                                                         ----------------     ---------------

            LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
            ---------------------------------------------
                                   (DEFICIT)
                                   ---------
<S>                                                                     <C>                  <C>
Current liabilities:
   Accounts payable                                                      $     3,943,190      $     4,043,521
   Payable to related parties                                                     20,000               20,000
   Accrued payroll and payroll related liabilities                               837,293              656,100
   Customer deposits                                                             409,435              304,482
   Income taxes payable                                                                -                  800
   Other accrued liabilities                                                     539,843              425,661
   Long-term obligations, due within one year                                    393,410              287,807
                                                                          --------------       --------------
       Total current liabilities                                               6,143,171            5,738,371

Long-term obligations                                                          1,071,883            1,113,497

Notes payable to related parties                                               1,260,033            1,226,596

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 31,571,771 shares in 2002 and 31,428,458 in 2001                  31,572               31,429
   Common stock to be issued                                                     112,000               20,000
   Additional paid-in capital                                                 13,087,925           13,075,523
   Retained deficit                                                          (19,874,122)         (19,332,515)
   Unrealized holding loss from available-for-sale
    investments                                                                 (465,132)            (465,132)
                                                                          --------------       --------------
       Total stockholders equity (deficit)                                    (7,107,757)          (6,670,695)
                                                                          ---------------      ---------------

                                                                         $     1,367,330      $      1,407,769
                                                                          ==============       ===============
</TABLE>





                            See accompanying notes.

                                       4
<PAGE>
                            NOVA COMMUNICATIONS LTD.

                 Statements of Operations and Comprehensive Loss


<TABLE>
<CAPTION>

                                                                For The Three Months
                                                                   Ended March 31
                                                               2002              2001
                                                         ----------------   -------------


<S>                                                            <C>             <C>
Revenues                                                       $2,553,844      $1,580,673

Cost of revenues                                                2,161,395       1,112,037
                                                              -----------     -----------

Gross margin                                                      392,449         468,636

Operating expenses:
   Selling                                                        235,863         138,990
   Operating                                                      352,800         576,470
   General and administrative                                     294,505         370,060
                                                              -----------     -----------
       Total operating expenses                                   883,168       1,085,520
                                                              -----------     -----------

Loss from operations                                             (490,719)       (616,884)

Other income (expenses):
   Loan fees                                                           -               -
   Interest, net                                                  (50,888)       (10,505)
                                                              -----------     -----------
       Total other income (expenses)                              (50,888)       (10,505)
                                                              -----------     -----------

Loss before provision (benefit) for income taxes                 (541,607)       (627,389)

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

Net loss                                                       $ (541,607)     $ (624,806)
                                                              ===========     ===========


Net loss per common share                                      $   (.0172)     $   (.0336)
                                                              ===========     ============

Net loss                                                       $ (541,607)     $ (624,806)

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

Comprehensive loss                                             $ (541,607)     $ (624,806)
                                                              ===========     ===========


Comprehensive loss per common share                            $   (.0172)     $    (0336)
                                                              ===========     ===========
</TABLE>


                            See accompanying notes.


                                       5
<PAGE>
                            NOVA COMMUNICATIONS LTD.
                            Statements of Cash Flows
<TABLE>
<CAPTION>
                                                                                   For The Three Months
                                                                                       Ended March 31

                                                                                  2002               2001
                                                                             ---------------    --------------


Cash flows from operating activities:
<S>                                                                          <C>                 <C>
   Net loss                                                                  $      (541,607)    $   (624,806)

   Adjustments to reconcile net loss to net cash used in operating activities:
     Depreciation and amortization                                                    42,795          166,407
     Changes in assets and liabilities, net of effects of purchase
      of subsidiary:
       Receivables                                                                    42,331          31,506
       Inventories                                                                     6,194         (15,898)
       Prepaid expenses and deposits                                                  (7,611)        (32,714)
       Investments                                                                         -                -
       Checks issued in excess of  cash on hand                                            -          126,711
       Accounts payable                                                             (100,331)        (140,490)
       Accrued liabilities                                                           399,528         (102,984)
                                                                                    ---------        ---------
                                                                                     382,906           32,538
Cash flows from investing activities:
   Principal repayments on notes receivable                                            1,248           14,980
   Deposits                                                                           24,031          (64,015)
   Capital expenditures                                                                    -          (58,468)
                                                                                    --------         ---------
                                                                                      25,279         (107,503)
Cash flows from financing activities:
    Proceeds from notes payable                                                       66,011          246,679
    Principal payments on capitalized lease obligations                               (2,022)         (16,892)
    Proceeds from notes payable to related parties                                    33,437
    Principal payments on notes payable to related parties                                 -          (46,101)
    Additional paid in capital resulting from sales of
     common stock                                                                    104,545                 -
    Additional paid-in-capital resulting from sale of
     common stock by subsidiary                                                            -           93,882
                                                                                    --------         --------
                                                                                     201,971          277,568
                                                                                    --------         --------
   Net increase (decrease) in cash                                                    68,549         (422,203)

   Cash at beginning of quarter                                                      101,345          422,203
                                                                                    --------         --------

   Cash at end of quarter                                                    $       169,894     $          -
                                                                              ==============      ===========


</TABLE>


See accompanying notes.


                                       6
<PAGE>
                            NOVA COMMUNICATIONS LTD.
                          Notes To Financial Statements

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.
         (also "TEC-networks") and Kadfield,  Inc. All intercompany accounts and
         transactions have been eliminated.

         As of March 31, 2002 and December 31, 2001, the Company owned 46.68% of
         TEC-networks and 100% of Kadfield. TEC-networks is consolidated because
         management  believes  it  exercises  significant  influence  over  this
         subsidiary.

         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 March 31, 2002
         and for the three 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 three months
         ended March 31, 2002 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.




                                       7
<PAGE>
1.       Business and summary of significant accounting policies (continued)
         ------------------------------------------------------------------

         Investments:  Investments  are  accounted  for under the  provisions of
         Statement of Financial  Accounting  Standards No. 115,  "Accounting for
         Certain  Investments in Debt and Equity  Securities" ("SFAS 115"). SFAS
         115 requires that all  applicable  investments be classified as trading
         securities,    available-for-sale   securities,   or   hold-to-maturity
         securities.   The  statement  further  requires  that  hold-to-maturity
         securities  be  reported  at  amortized  cost  and   available-for-sale
         securities be reported at fair market value,  with unrealized gains and
         losses  excluded from earnings but reported in a separate  component of
         shareholders'  equity (net of the effects of income  taxes)  until they
         are disposed of or sold. At the time of disposal or sale,  any gains or
         losses,   calculated  by  the  specific   identification   method,  are
         recognized as a component of operating results.

         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.  During 2001,  management  determined that
         they would not be able to recover  the excess  purchase  price over the
         estimated fair value of the net assets of its  subsidiaries and charged
         to operations an expense of approximately $2,738,300 for the impairment
         of goodwill.



                                       8
<PAGE>
1.       Business and summary of significant accounting policies (continued)
         ------------------------------------------------------------------

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

         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
         $96,494  and  $57,104  for the  quarters  ended March 31, 2002 and 2001
         respectively.  Computer and electronic  equipment  advertising expenses
         were $93,240 and $21,055 for the quarters ended March 31, 2002 and 2001
         respectively.  Business  communications  equipment advertising expenses
         were $3,254 and $36,049 for the quarters  ended March 31, 2002 and 2001
         respectively.

         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



                                       9
<PAGE>
1.       Business and summary of significant accounting policies (continued)
         ------------------------------------------------------------------

         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.

         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 31,430,050 for the quarter ended March 31,
         2002  (18,603,622 for 2001).  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:  TEC-networks grants credit to customers primarily
         in the  States of  California  and  Florida.  Their  ability to collect
         receivables  is affected by economic  fluctuations  in this  geographic
         area.

         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 has experienced  recurring losses from operations and as of
         March 31, 2002 had a working capital deficit of $5,477,638  ($5,099,225
         at  December  31,  2001) and a net  capital  deficiency  of  $7,107,757
         ($6,670,695  at December 31,  2001).  Various  creditors  have obtained
         judgments against TEC-networks aggregating  approximately $530,600 that
         is included in current liabilities.



                                      10
<PAGE>
2.       Operations (continued)
         ----------------------

         TEC-networks recently closed its Tampa, Florida and Concord, California
         sales  offices,  reduced its workforce to a more efficient  level,  and
         restructured  sales  salaries  to  a  method  based  upon  performance.
         Management  of  TEC-networks  believes  these cost  reduction and sales
         incentive  actions will facilitate  efforts to reduce  operating losses
         and ultimately achieve profitability.

         TEC-networks   is  also  currently  in   negotiations  to  acquire  the
         operations  of a division  of a publicly  traded  company  that sells a
         product   that   compliments   its  business   communications   systems
         operations.  This  division  currently  has  27  strategically  located
         offices  throughout  the  Untied  States.  Management  of  TEC-networks
         believes  they  will be able to  achieve  economies  of scale  with the
         additional  markets and customers  currently  served by this  division.
         There  can  be  no  assurances   that  the  Company  will  be  able  to
         successfully  negotiate a definitive  agreement for the  acquisition of
         this entity.

         Nova has  made an offer to  acquire  a data  storage  facility  company
         currently  operating in Chapter 11. Nova  believes that it will be able
         to provide  managerial  assistance to this company in order for them to
         achieve profitable  operations.  There can be no assurances that Nova's
         offer for this company will be accepted.

         The Company and its  principal  subsidiary,  TEC-networks,  continue to
         suffer from a severe working capital  shortage.  Their efforts to raise
         additional  working capital  continue.  The Company  believes the above
         actions,   events  and  other  factors  will  allow  them  to  continue
         operations  and  ultimately  achieve  profitability.  Until  then,  the
         Company is dependent upon its ability to obtain additional  capital and
         debt financing.  The consolidated  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.

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

         Effective October 1, 2000, Nova acquired Communications 2000, Inc., dba
         TEC-networks,  in a business  combination  accounted for as a purchase.
         TEC-networks engages in the sale,  installation and service of business
         communications  systems,  including computer networking and voice, data
         and  voice-over-the-Internet  communications.  TEC-networks  began  its
         business  during 1995 in Torrance,  CA (Los  Angeles  area) and holds a
         national distributorship agreement with Nortel Networks, in addition to
         maintaining  supplier  relationships with several other major equipment
         manufacturers  and wholesalers 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.

                                      11
<PAGE>
3.       Business combination (continued)
         --------------------------------

         Also effective October 1, 2000,  Communications 2000 acquired Kadfield,
         Inc. of Redondo Beach, CA. On December 31, 2001, Kadfield,  Inc. became
         a directly-owned subsidiary of Nova Communications. Ltd. Kadfield, Inc.
         engages in the retail  sale of computer  and  electronic  equipment  by
         direct sale and via the  Internet  under the trade name of  "BuyMicro".
         Its customers are located nationwide.

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:

                                                    March 31      December 31
                                                      2002            2001
                                                 --------------   -------------
              Corporate securities:
                  Amortized cost                  $    497,757     $   497,757
                  Gross unrealized losses             (465,132)       (465,132)
                                                   -----------      -----------
                     Estimated fair value         $     32,625     $    32,625
                                                   ===========      ===========

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

                    Gulf Coast Hotels,  Inc.  ("Gulf  Coast"):  The Company is a
           minority partner in Gulf Coast that 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.  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:  The Company owns 337,500 shares of common stock
           of Legal Club, a publicly traded,  nationwide membership organization
           providing access to attorney  services at discounted rates. The value
           of the Company's  investment in Legal Club was determined  based upon
           the closing bid price of their common stock on December 31, 2001.






                                      12
<PAGE>

5.       Equipment
         ---------
<TABLE>
<CAPTION>


         Equipment consisted of the following:
                                                                                March 31        December31
                                                                                   2002            2001
                                                                              --------------   -------------

<S>                                                                            <C>               <C>
           Office furniture and equipment                                      $     534,750     $   534,750
           Computer software                                                         261,750         261,750
           Vehicles                                                                   49,414          49,414
           Marketing equipment                                                        61,259          61,259
           Equipment  reported under capitalized  leases,  less accumulated
           amortization of $8,510 in 2002 (7,520 in 2001)                             11,290          12,280
           Leasehold improvements                                                    233,341         233,341
                                                                                ------------       ---------
                                                                                   1,151,804       1,152,794
           Less accumulated depreciation                                            (514,465)       (473,633)
                                                                                ------------      ----------
              Equipment, net                                                   $     637,339      $  679,161
                                                                                ============      ==========
</TABLE>

6.       Long-term obligations
         ---------------------
<TABLE>
<CAPTION>

         Long-term obligations consisted of the following:                        March 31      December 31
                                                                                   2002              2001
                                                                                ------------    -----------
<S>                                                                            <C>              <C>
           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 2003.                           $     683,927     $   666,427
           Note payable to an individual,  unsecured,  borrowings  bear interest
             at 8% per annum, was due November  2001.                                 25,904          25,000
           Other notes payable                                                        88,439          62,309
           Capitalized lease obligations                                             667,023         647,568
                                                                                     -------         -------
                                                                                   1,465,293       1,401,304
           Less principal due within one year                                       (393,410)       (287,807)
                                                                                 -----------      ----------
              Long-term obligations                                            $   1,071,883     $ 1,113,497
                                                                                 ===========       =========

</TABLE>






                                      13
<PAGE>
6.       Long-term obligations (continued)
         ---------------------------------

         Aggregate minimum future lease payments under capitalized leases are as
         follows for the years ending subsequent to March 31, 2002:

            Years ending March 31:
            ----------------------
                        2003                                $ 366,443
                        2004                                  193,242
                        2005                                  166,296
                        2006                                  110,156
                        2007                                    6,995
                                                          -----------
           Total minimum lease payment                        843,132
            Less amount representing interest                (176,109)
                                                          -----------
            Present value of minimum future lease payments  $ 667,023
                                                          ===========

7.       Notes payable to related parties
         --------------------------------
<TABLE>
<CAPTION>

         Notes payable to related parties consisted of the following:
                                                                                March 31         December 31
                                                                                  2002               2001
                                                                                --------------   -----------
<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 April 2003.                         635,033         601,596
                                                                                 -----------      ----------
              Notes payable to related parties                                  $  1,260,033   $   1,226,596
                                                                                 ===========       =========
</TABLE>

















                                      14
<PAGE>
8.       Commitments
         -----------

         The Company leases various  facilities,  equipment,  and vehicles under
         non-cancelable operating lease agreements that expire between the years
         2002 and 2006.  Aggregate  minimum  future lease  payments  under these
         leases are approximately as follows:

             Years ending March 31:
             ---------------------
                           2003                        $    96,552
                           2004                             96,552
                           2005                             63,232
                           2006                              4,146
                                                        ----------

             Total minimum lease payments              $   260,482
                                                        ==========

         Lease  expense  aggregated  approximately  $24,138 for the three months
         ended March 31, 2002.

9.       Income taxes
         ------------

         The  components  of the  provision  (benefit)  for income  taxes are as
         follows:

                                                   March 31       December 31
                                                     2002            2001
                                                   --------       -----------

           State of California                     $     -         $   800
                                                    ------           -----

              Currently provision (benefit)        $     -         $   800
                                                     =====           =====

10.      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.

11.      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.


                                      15
<PAGE>
11.      Segment information (continued)
         -------------------------------
<TABLE>
<CAPTION>


         Financial information by business segment is as follows:
                                                                                  Computer
                                                                 Business            and
                                              Managerial       communication     electronic          Total
                                              assistance          systems         equipment        segments
                                            --------------  -----------------   -------------  --------------
                                                             Three Months Ended March 31, 2002
                                            -----------------------------------------------------------------

<S>                                           <C>             <C>              <C>             <C>
           Revenues                           $        -      $     454,315    $   2,099,529   $   2,553,844
           Loss from operations                  (64,080)          (462,959)          37,293        (489,746)
           Identifiable assets                    89,532            642,166          614,221       1,345,919
           Capital expenditures                        -                  -                -               -
           Advertising expenses                        -              3,254           93,240          96,494
           Depreciation and
              amortization                         1,261             26,720           13,841          41,822

                                                                                  Computer
                                                                 Business            and
                                              Managerial       communication     electronic          Total
                                              assistance          systems         equipment        segments
                                            --------------  -----------------   -------------  --------------

                                                             Three Months Ended March 31, 2001
                                            -----------------------------------------------------------------
           Revenues                           $      486      $   1,237,206      $   342,981   $   1,580,673
           Loss from operations                 (103,204)          (291,621)        (102,237)       (497,062)
           Identifiable assets                   184,956          1,133,255          370,164       1,688,375
           Capital expenditures                        -             58,469                -          58,469
           Advertising expenses                        -             36,049           21,055          57,104
           Depreciation and
              amortization                         1,262            150,331           14,814         166,407
</TABLE>

         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 Three Months
                                                          Ended March 31
                                                                        -
                                                        2002               2001
                                                   ---------------    ------------

<S>                                                <C>               <C>
           Segment loss from operations            $   (489,746)     $   (497,062)
           Amortization of goodwill                        (973)         (119,822)
                                                     -----------      ------------
              Consolidated loss from operations    $   (490,719)     $   (616,884)
                                                    ============      ============
</TABLE>




                                      16
<PAGE>
11.      Segment information (continued)
         -------------------------------
<TABLE>
<CAPTION>

                                                                              March 31         March 31
                                                                                  2002             2001
                                                                             --------------     -------------
<S>                                                                          <C>               <C>
           Segment identifiable assets                                       $   1,345,919     $   1,688,375
           Goodwill, net                                                            21,411         2,991,174
                                                                              ------------      ------------
              Consolidated total assets                                      $   1,367,330     $   4,679,549
                                                                              ============      ============

                                                                                For The Three Months
                                                                                    Ended March 31
                                                                                                  -
                                                                                  2002               2001
                                                                             ---------------   --------------

           Segment depreciation and amortization                             $      41,822     $      46,585
           Amortization of goodwill                                                    973           119,822
                                                                             --------------    --------------
              Consolidated depreciation and amortization                     $      42,975     $     166,407
                                                                             ==============   ===============
</TABLE>









                                      17
<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 three  months ended March 31, 2002 and March
31, 2001.

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

         Net loss and  comprehensive  loss for the three  months ended March 31,
2002  was  $(541,607),  a loss  decrease  of  $83,199  compared  with a loss  of
$(624,806)  for the same three months of 2001.  As a result,  net loss per share
and  comprehensive  loss per share for the three months ended March 31, 2002 was
$(.0172),  a loss decrease of $.0164 per share  compared with a loss of $(.0336)
for the same three months of 2001.

Revenues

         Net revenues for the three months ended March 31, 2002 were $2,553,844,
an increase of $973,171  compared with  $1,580,673  for the same three months of
2001.  Sales of computer  and  electronic  equipment  for the three months ended
March 31, 2002 were $2,099,529, an increase of $1,756,548 compared with $342,981
for the same three months of 2001.  Sales of business  communications  equipment
for the  three  months  ended  March 31,  2002  were  $454,315,  a  decrease  of
($782,891) compared with $1,237,206 for the same three months of 2001.

Cost of revenues and gross margin

         Cost of  revenues  for the  three  months  ended  March  31,  2002  was
$2,161,395,  or 84.6% of net  revenues.  Gross margin for the three months ended
March 31,  2002 was  $392,449  (15.4% of  revenues),  a  decrease  of  ($76,187)
compared  with  $468,636  (29.6% of revenues) for the same three months of 2001.
The  gross  margin  percentage  declined  as a  result  of  competition  in  the
marketplace and a change in the mix of revenues to lower margin product lines.

Operating expenses

         Operating  expenses  for the three  months  ended  March 31,  2002 were
$883,168,  a decrease of ($202,352)  compared with $1,085,520 for the same three
months of 2001.





                                      18
<PAGE>
Other income (expenses)

         Net  interest  expense  for the three  months  ended March 31, 2002 was
$50,888  compared  with $10,505 for the same three months of 2001.  Net interest
expense increased as a result of additional borrowings during 2002 and 2001.

OPERATING STRATEGIES AND COST REDUCTIONS

         The Company and its subsidiaries have been hampered in their operations
during  2002 and 2001 by a shortage of working  capital.  Despite  engaging  the
services  of several  investment  bankers  and  professional  fundraisers,  only
$92,000 has been raised from the sale of shares  during 2002 to outside  parties
($31,383 during 2001).  The Company's  growth and strategic  operating plans for
TEC-networks  were predicated  upon raising  $2,000,000 to $4,000,000 in working
capital  during  the  first  half of 2001.  Without  adequate  working  capital,
TEC-networks  was not able to expand its sales presence as planned.  It was also
not able to  sponsor  levels  of  advertising  programs  necessary  to  create a
significant number of leads for its existing sales force.

         Decisions were made in late 2001 to close the Tampa, FL and Concord, CA
offices of TEC-networks,  as cost reduction measures. The Tampa, FL location was
closed on February 15, 2002,  and the Concord,  CA office was closed on February
28, 2002.  Lease  agreements on these locations were  simultaneously  cancelled.
Compensation  agreements  with  remaining  sales agents have been converted to a
modest base salary with performance-based  incentives.  TEC-networks retains its
ability to sell and install  telecommunications  systems on a  nationwide  basis
from its Torrance,  CA location.  Equipment is shipped to a customer's  location
where it is installed by Torrance-based technicians or outside contractors.

         Kadfield, Inc., operating as BuyMicro, was successful in increasing its
lines of credit with its suppliers during 2001. It also has focused a portion of
its business in large systems that are financed under capital lease arrangements
for its customers.  Its operations have been profitable since the fourth quarter
of 2001.

         The Company and its  principal  subsidiary,  TEC-networks,  continue to
suffer from a severe working capital shortage. Their efforts to raise additional
working capital  continue.  The Company  believes the above actions,  events and
other  factors will allow them to continue  operations  and  ultimately  achieve
profitability.  Until then,  the Company is dependent upon its ability to obtain
additional capital and debt financing.








                                      19
<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.

















                                      20
<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:


May 14, 2002


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



May 14, 2002


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



May 14, 2002


/s/Bryce Sherwood
----------------------
Bryce Sherwood                                  Director




















                                      21