U.S. SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549

                                   FORM 10-QSB

[X]  Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934.

     For the quarterly period ended June 30, 2000

[    ] Transition report pursuant to Section 13 or 15 (d) of the Securities
     Exchange Act of 1934.

                        For the transition period from to

                        Commission File Number: 2-99083-A

                              CATHEL PARTNERS, LTD.
             (Exact name of registrant as specified in its charter)

Delaware                                          59-2571253
(State or other jurisdiction of                 (I.R.S. Employer
incorporation or organization)                   Identification No.)


                              68 Schraalenberg Road
                                   PO Box 233
                            Harrington Park, NJ 07640
                    (Address of principal executive offices)

                                 (201) 784-5190
              (Registrant's telephone number, including area code)


Former name, former address and former fiscal year, if changed since last report

Check whether the issuer

     (1) 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.

    [X] Yes [ ] No

     State the number of shares  outstanding of each of the issuer's  classes of
common equity, as of the latest practicable date: As of May 16, 2001, there were
1,609,374 shares of common stock outstanding.
<PAGE>


CATHEL PARTNERS, LTD
JUNE 30, 2000 QUARTERLY REPORT ON FORM 10-QSB
TABLE OF CONTENTS

Page Number

Special Note Regarding Forward Looking Information............................ 1

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements...................................................2
Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations................................................. 9
Item 3. Quantitative and Qualitative Disclosures About Market Risk........... 11

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.................................................... 11
Item 2. Changes in Securities and Use of Proceeds............................ 11
Item 3. Defaults Upon Senior Securities...................................... 11
Item 4. Submission of Matters to a Vote of Security Holders...................11
Item 5. Other Information.................................................... 11
Item 6. Exhibits and Reports on Form 8-K..................................... 11

<PAGE>

SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

     To the extent that the  information  presented in this Quarterly  Report on
Form 10-QSB for the quarter ended June 30, 2000 discusses financial projections,
information or  expectations  about our products or markets,  or otherwise makes
statements  about future events,  such statements are forward-  looking.  We are
making  these  forward-looking   statements  in  reliance  on  the  safe  harbor
provisions of the Private Securities  Litigation Reform Act of 1995. Although we
believe that the expectations reflected in these forward-looking  statements are
based on reasonable  assumptions,  there are a number of risks and uncertainties
that could cause actual results to differ  materially from such  forward-looking
statements.  These risks and uncertainties are described,  among other places in
this Quarterly  Report,  in  "Management's  Discussion and Analysis of Financial
Condition and Results of Operations".

     In addition,  we disclaim  any  obligations  to update any  forward-looking
statements to reflect events or  circumstances  after the date of this Quarterly
Report.  When considering such  forward-looking  statements,  you should keep in
mind the risks  referenced  above and the other  cautionary  statements  in this
Quarterly Report.

                                        1
<PAGE>

PART I - FINANCIAL INFORMATION


Item 1. Financial Statements

     The  condensed  financial  statements  for the period  ended June 30,  2000
included  herein have been prepared by Cathel  Partners,  Ltd.  (the  "Company")
without  audit,  pursuant to the rules and  regulations  of the  Securities  and
Exchange  Commission  (the  "Commission").  In the  opinion of  management,  the
statements  include all  adjustments  necessary to present  fairly the financial
position of the Company as of June 30, 2000,  and the results of operations  and
cash flows for the six months and three months  periods  ended June 30, 1999 and
1998.

     The  Company's  results  of  operations  during  the  three  months  of the
Company's  fiscal  year are not  necessarily  indicative  of the  results  to be
expected for the full fiscal year.

     The  financial  statements  included  in  this  report  should  be  read in
conjunction  with the  financial  statements  and notes thereto in the Company's
Annual  Report on Form 10-K for the fiscal  years  ended  December  31, 1999 and
1998.


STATEMENTS

Balance Sheet as of June 30, 2000 and December 31, 1999........................6
Statement of Operations for the three months and
     six months ended June 30, 2000 and 1999.................................. 7
Statement of Cash Flows for the six months ended June 30, 2000 and 1999....... 8
Statement of Stockholders' Equity for the six months ended June 30,  2000..... 9
Notes to Consolidated Financial Statements..................... ..............10

                                        2
<PAGE>




                              CATHEL PARTNERS, LTD.

                                  BALANCE SHEET

<TABLE>
<CAPTION>
                                                                                                       June 30,
                                                                                      December 31,       2000
                                                                                         1999          Unaudited
                                                                                      -----------      ---------
                                     Assets
<S>                                                                                   <C>              <C>

Current assets
  Cash                                                                                   $273            $331
  Total current assets                                                                    273             331


Total assets                                                                             $273            $331


Liabilities and Stockholders' Equity

Current liabilities
  Accounts payable and accrued expenses                                               $19,771         $12,271
  Total current liabilities                                                            19,771          12,271


Stockholders' equity
     Common Stock authorized 500,000,000 shares, $0.00001 par value each.                   5              37
At  December 31, 1999 and June 30, 2000, there are 469,374 and 3,709,374
shares outstanding respectively .
Additional paid in capital                                                         1,285,279       1,301,447
Deficit accumulated during the development stage                                  (1,304,782)     (1,313,424)
Total stockholders' equity                                                           (19,498)        (11,940)
Total liabilities and stockholders' equity                                              $273            $331


</TABLE>


   The accompanying Notes are an integral part of these Financial Statements.

                                        3

<PAGE>


                              CATHEL PARTNERS, LTD.
                             STATEMENT OF OPERATIONS


<TABLE>
<CAPTION>
                                               For the          For the                                          For the period
                                             three months     three months      For the six      For the six    from inception ,
                                                ended            ended         months ended     months ended    June 7, 1985, to
                                               June 30,         June 30,         June 30,         June 30,          June 30,
                                                 1999             2000             1999             2000               2000
                                              Unaudited        Unaudited         Unaudited        Unaudited         Unaudited
                                           ------------        ---------       ------------      -----------     ---------------
<S>                                        <C>                 <C>             <C>               <C>             <C>

Revenue                                         $-0-             $-0-              $-0-            $-0-                $-0-

Costs of goods sold                              -0-              -0-               -0-             -0-                 -0-

Gross profit                                     -0-              -0-               -0-             -0-                 -0-

Operations:
General and administrative                     2,322             3,219           4,518             7,442             1,312,221
  Issuance of shares of common stock                                                               1,200                 1,200
as non cash compensation-officer's
salary
  Depreciation and  amortization                 -0-              -0-               -0-             -0-                -0-
  Total expense                                 2,322            3,219            4,518            8,642             1,313,424

Loss from operations                           (2,322)          (3,219)          (4,518)          (8,642)           (1,313,424)



Net income (loss)                             $(2,322)         $(3,219)         $(4,518)          $(8,642)          $(1,313,424)

Net income (loss) per share -basic             $(0.00)          $(0.00)          $(0.00)           $(0.00)
Number of shares outstanding-basic             469,374         2,283,142         469,374         2,283,142

</TABLE>


   The accompanying Notes are an integral part of these Financial Statements.

                                        4

<PAGE>


                              CATHEL PARTNERS, LTD.
                             STATEMENT OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                                                                   For the period
                                                                               For the six        For the six     from inception ,
                                                                              months ended     months ended June  June 7, 1985, to
                                                                                June 30,              30,             June 30,
                                                                                  1999               2000               2000
                                                                                Unaudited          Unaudited          Unaudited
                                                                              ------------     -----------------   ----------------
<S>                                                                           <C>              <C>                 <C>

CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                                                                $(2,268)           $(8,642)         $(1,313,424)
Adjustments to reconcile net loss to cash used in operating activities
Shares issued for accrued salaries                                                                    1,200                1,200
Depreciation                                                                                             -0-                  -0-
Accounts payable and accrued expenses                                             (2,232)            (7,500)              12,271
TOTAL CASH FLOWS FROM OPERATIONS                                                     (36)           (14,942)          (1,299,953)

CASH FLOWS FROM FINANCING ACTIVITIES
  Sale of common stock                                                                                15,000           1,300,284
TOTAL CASH FLOWS FROM FINANCING ACTIVITIES                                                            15,000           1,300,284

TOTAL CASH FLOWS FROM INVESTING ACTIVITIES

NET INCREASE (DECREASE) IN CASH                                                      (36)                 58                 331
CASH BALANCE BEGINNING OF PERIOD                                                     417                 273                  -0-
CASH BALANCE END OF PERIOD                                                          $309                $331                $331

</TABLE>


   The accompanying Notes are an integral part of these Financial Statements.


                                        5
<PAGE>




                              CATHEL PARTNERS, LTD.
                        STATEMENT OF STOCKHOLDERS EQUITY
<TABLE>
<CAPTION>

                                                                                               Deficit
                                    Common Stock       Common Stock    Additional       accumulated during
Date                                                                 paid in capital    development stage      Total
                                    --------------     ------------  ---------------    ------------------     -----
<S>                                 <C>                 <C>           <C>               <C>                     <C>

Balance December 31, 1997                  469,374             $5      $1,285,279           $(1,291,867)       $417
Net loss                                                                                            (72)        (72)


Balance December 31, 1998                  469,374              5       1,285,279            (1,291,939)      6,655
Net loss                                                                                        (12,843)    (12,843)


Balance December 31, 1999                  469,374             $5      $1,285,279           $(1,304,782)   $(19,498)

Unaudited
Sale of shares                           3,000,000             30          14,970                             15,000
Issuance of shares for services            240,000              2          $1,198                             $1,200
Net loss                                                                                         (8,642)      (8,642)


Balances June 30, 2000                   3,709,374            $37      $1,301,447           $(1,313,424)    $(11,940)

</TABLE>
                                        6

<PAGE>



                              CATHEL PARTNERS, LTD.
                          (a development stage company)
                          Notes to Financial Statements
                                  June 30, 2000

Note A - Basis of Reporting

     The  accompanying  unaudited  financial  statements  have been  prepared in
accordance with generally accepted  accounting  principles for interim financial
information  and with the  instructions to Form 10-Q.  Accordingly,  they do not
include all of the  information  and  footnotes  required by generally  accepted
accounting  principles  for  complete  financial  statements.  In the opinion of
management,  such  statements  include  all  adjustments  which  are  considered
necessary for a fair presentation of the financial  position of Cathel Partners,
Ltd.  (the  "Company") at June 30, 2000 and the results of its  operations,  and
cash flows for the six-month  period then ended.  The results of operations  for
the six-month  period ended June 30, 2000 are not necessarily  indicative of the
operating  results  for the full year.  It is  suggested  that  these  financial
statements  be read in  conjunction  with the financial  statements  and related
disclosures  for the year ended December 31, 1999 included in the Company's Form
10-SB.

Note B - Net Income Per Share of Common Stock

     In 1997, the Financial Accounting Standards Board issued Statement No. 128,
"Earnings Per Share".  Statement No. 128 replaced the calculation of primary and
fully  diluted  earnings  per share with basic and diluted  earnings  per share.
Unlike primary earnings per share, basic earnings per share exclude any dilutive
effects of options, warrants, and convertible securities.  Dilutive earnings per
share is very similar to the  previously  reported  fully  diluted  earnings per
share. The Company has adopted Statement No. 128.

Note C - Income Taxes

     The Company  provides for the tax effects of  transactions  reported in the
financial statements. The provision if any, consists of taxes currently due plus
deferred taxes related primarily to differences  between the basis of assets and
liabilities for financial and income tax reporting.  The deferred tax assets and
liabilities,  if any  represent  the  future tax  return  consequences  of those
differences,  which will  either be taxable  or  deductible  when the assets and
liabilities  are recovered or settled.  As of June 30, 2000,  the Company had no
material current tax liability, deferred tax assets, or liabilities to impact on
the Company's  financial  position because the deferred tax asset related to the
Company's net operating  loss  carryforward  and was fully offset by a valuation
allowance.

     At June 30, 2000,  the Company has net  operating  loss carry  forwards for
income tax  purposes of  $1,313,424.  This  carryforward  is available to offset
future  taxable  income,  if any,  and expires in the year 2010.  The  Company's
utilization  of this  carryforward  against  future  taxable  income  may become
subject to an annual  limitation due to a cumulative  change in ownership of the
Company of more than 50 percent.
                                       7
<PAGE>


The components of the net deferred tax asset as of June 30, 2000 are as follows:

Deferred tax asset:
Net operating loss carry forward     $ 446,564
Valuation allowance                  $(446,564)
                                      --------
Net deferred tax asset                 $ -0-
                                      ========


     The Company  recognized no income tax benefit for the loss generated in the
period from inception, June 7, 1985, to June 30, 2000.

     SFAS No. 109 requires that a valuation  allowance be provided if it is more
likely  than not that some  portion or all of a  deferred  tax asset will not be
realized.  The  Company's  ability to realize  benefit of its deferred tax asset
will depend on the generation of future taxable income.  Because the Company has
yet to recognize significant revenue from the sale of its products,  the Company
believes that a full valuation allowance should be provided.

Note D - Related Party transactions

     a. Office Space

     The Company  occupies  office space at 68  Schraalenburg  Road,  Harrington
Park,  New Jersey for a monthly  rental of $250.  The Company  has accrued  rent
expense for the six months ended June 30, 2000 of $750 and $750 respectively.

     b. Officer Salaries

No officer has received a salary in excess of $100,000.

     For the six months ended June 30,  2000,  the Company has accrued a minimal
compensation  of  $250  per  month  respectively  each  as  compensation  to the
President and the Vice  President and  Secretary as  consideration  for services
while the Company is in the development  stage of development of an aggregate of
$4,500 and $2,700 respectively.

c. Common Management

     Robert N. Schuck is both the President of the Company and HITK  Corporation
which holds  3,250,050  shares or 87.6% of the Company's  issued and outstanding
shares of stock as of June 30, 2000.

     John J. Gitlin is both the Vice  President and Secretary of the Company and
HITK Corporation.

     On March 10, 2000,  the Company  sold an  aggregate of 3,000,000  shares of
common stock to HITK Corporation for an aggregate consideration of $15,000.

     On March 14,  2000,  the Company  sold an  aggregate  of 240,000  shares of
common stock as follows:  120,000  shares to Robert N. Schuck and 120,000 shares
to John J. Gitlin for an aggregate  consideration  of $1,200 in accrued salaries
or $0.005 per share.

                                       8
<PAGE>



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

     Our corporation was formed on June 7, 1985,  under the laws of the State of
Delaware,  under the name of BC  Communications,  Inc. In 1985,  we conducted an
offering  and used the  proceeds  from  therefrom  to engage in the  business of
developing,  producing, distributing and programming a talk and interview format
for the commercial, cable and pay television markets. Following the offering, we
exhausted our funds on the  incomplete  production of a show and decided to seek
other  business  opportunities  that  would  offer  growth and  development.  On
February 14, 1987, we acquired  Kinetic Systems,  Inc.  ("Kinetic  Systems"),  a
Delaware  corporation,  which was in the process of developing a closed chamber,
forced hot air,  liquid  heating  system for use in  residential  and commercial
buildings.  Through  Kinetic  Systems,  we pursued  development  of the  heating
system. In February,  1990, Kinetic Systems entered into a technology and patent
license  agreement  with a  Michigan-based  manufacturer  pursuant  to which the
manufacturer  was granted a limited  license to develop,  manufacture and market
the Kinetic heating system apparatus.  The agreement subsequently expired by its
own  terms  due in  large  part  to the  manufacturer's  inability  to  complete
development of the heating  system.  On January 28, 1993, we sold 100 percent of
the issued and outstanding  Kinetic Systems shares to the Barrister Group, Ltd.,
for $100,000.  We have been inactive  since 1993. In November 1994, by amendment
to our  certificate of  incorporation,  we changed our name to Cathel  Partners,
Ltd. In January 1995, we recorded a 1,000 to 1 reverse stock split  reducing the
number of shares  outstanding  to 469,423.  In 1999, we decided to engage in the
pursuit of seeking a partnership  with a viable  business  entity.  On March 10,
2000, we completed a private placement with its major shareholder which resulted
in our receiving $15,000.00.

Development stage activities.

     The following  discussion relates to the results of our operations to date,
and the our financial condition:


     For the next 12 months,  we plan to devote our  efforts to seeking a viable
business  opportunity.  We  anticipate  that the results of our  operations  may
fluctuate for the foreseeable  future due to several factors,  including whether
operating results would also be adversely  affected by our inability to locate a
profitable  business  venture.  Because  we desire  to  increase  our  operating
expenses  for  personnel  and other  general and  administrative  expenses,  our
operating  results  would be  adversely  affected  if  either a viable  business
opportunity  could not be developed or located.  Limited operating history makes
accurate prediction of future operating results difficult or impossible.

     We have been a development  stage enterprise since our date of inception in
1985 to December  31,  1999.  During  this  period,  management  had devoted the
majority of its efforts to seeking new business opportunities,  developing a new
business and finding a management  team and seeking  sufficient  working capital
through loans and equity through a private placement offering.  These activities
were funded by our management.


                                        9
<PAGE>


Results of operations.


     For the six months  ended June 30, 2000 as compared to the six months ended
June 30, 1999

     We have  remained  inactive.  Sales,  costs of goods  sold,  gross  profit,
operating  expenses  and net profit were $-0- for both the six months ended June
30, 1999 and 2000. Our activities  during the six months ended June 30, 1999 and
2000 consisted of preparing and filing  corporate income tax returns and filings
for the Securities and Exchange Commission.

     Our general and administrative  costs aggregated  approximately  $8,642 for
the six months  ended  June 30,  2000 as  compared  to $4,518 for the six months
ended June 30, 1999 representing an increase of $4,124. This increase represents
professional fees of $3,450 and the accruing of rent of $1,000, officer's salary
of $2,700 and office expense of $1,492.

Liquidity And Capital Resources


     As of June 30,  2000,  our cash  balance was $331 and  working  capital was
negative at ($11,940) consisting of cash of $331 and less accrued liabilities of
$12,271.

     Net (loss) from  operations  amounted to $(8,642)  for the six months ended
June 30, 2000. Cash was provided through the initial sale of 3,000,000 shares of
common stock to HITK  Corporation for an aggregate  consideration  of $15,000 or
$.0005 per share. HITK Corporation is under common  management  control with the
principals of the Company.

     Our primary short-term needs are to seek sufficient capital to continue the
search for a viable business opportunity.

     We expect our capital  requirements to increase over the next several years
as we expand our search for either a viable business opportunity or to develop a
profitable   business  strategy.   Our  future  liquidity  and  capital  funding
requirements will depend on numerous factors,  including the extent to which our
efforts to either find a viable business  opportunity or to develop a profitable
business,  the timing of regulatory actions, if any, regarding our entrance into
the  business,  the costs and  timing of  expansion  of our  entrance  into that
business  and the  timing  of  hiring  additional  management  to  operate  that
business.

     We believe that we must raise  additional  cash from either  operations  or
from the personal  resources of  management  to satisfy our funding needs for at
least the next 12 months.  Thereafter,  if cash generated from operations or the
personal  resources of management is insufficient to satisfy our working capital
and capital  expenditure  requirements,  we may be  required to sell  additional
equity or debt securities or obtain additional funds.  There can be no assurance
that such financing, if required, will be available on satisfactory terms, if at
all.
                                       10

<PAGE>

     Income  tax:  As of June  30,  2000,  we had a tax  loss  carry-forward  of
$1,313,424. Our ability to utilize its tax credit carry-forwards in future years
will be subject to an annual  limitation  pursuant to the  "Change in  Ownership
Rules"  under  Section 382 of the  Internal  Revenue  Code of 1986,  as amended.
However, any annual limitation is not expected to have a material adverse effect
on our ability to utilize its tax credit carry-forwards.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not Applicable.




                                     PART II
                                OTHER INFORMATION

Item 1. Legal Proceedings.

     No legal proceedings were brought, are pending or are threatened during the
quarter.


Item 2. Changes in Securities

     None

Item 3. Defaults upon Senior Securities

     None.

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

     None.

Item 5. Other information

 None.

Item 6. Exhibits and Reports on Form 8-K

 No 8-K has been filed.


                                       11
<PAGE>

                                   SIGNATURES



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




                                  Cathel Partners, Ltd.
                                  (Registrant)

                                  By: /s/ Robert Schuck
                                      ------------------
                                       Robert Schuck
                                       President


Dated: May 16, 2001

Dated: May 16, 2001


                               By: /s/John Gitlin
                               ------------------
                                  John Gitlin,
                                  Vice President,Secretary,
                                  Treasurer and Director


                                       12
<PAGE>