<PAGE>   1
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q
(Mark One)

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

For the quarterly period ended June 30, 2001

                                       OR

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

For the transition period from ________ to ___________

                        COMMISSION FILE NUMBER: 000-23677

                               NEWMARK HOMES CORP.
             (Exact name of Registrant as specified in its charter)

Delaware                                                     76-0460831
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               Identification No.)

1200 Soldiers Field Drive
Sugar Land, TX    77479
(Address of principal executive offices)  (Zip code)

                                  281-243-0100
              (Registrant's telephone number, including area code)

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

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]

              APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
                  PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

         Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes [ ] No [ ]

                    APPLICABLE ONLY TO CORPORATE REGISTRANTS

         Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.

Title                                      Outstanding
Common Stock, par value $.01               11,500,000 shares as of June 30, 2001


<PAGE>   2
                               NEWMARK HOMES CORP.
                                      INDEX

<Table>
<Caption>
                                                                                                   PAGE
<S>                                                                                                <C>
PART I.            Financial Information.......................................................     3

          ITEM 1.  Financial Statements........................................................     3

                   Condensed Consolidated Statements of Financial Position.....................     3
                   Condensed Consolidated Statements of Operations.............................     4
                   Condensed Consolidated Statements of Stockholders' Equity...................     6
                   Condensed Consolidated Statements of Cash Flows.............................     7
                   Notes to the Condensed Consolidated Financial Statements....................     8

          ITEM 2.  Management's Discussion and Analysis of Financial Condition and Results of
                   Operations..................................................................     10

          ITEM 3.  Changes in Information About Market Risk....................................     15

PART II.           Other Information...........................................................     15

          ITEM 1.  Legal Proceedings...........................................................     15

          ITEM 2.  Changes in Securities.......................................................     16

          ITEM 3.  Defaults Upon Senior Securities.............................................     16

          ITEM 4.  Submission of Matters to a Vote of Security Holders.........................     16

          ITEM 5.  Other Information...........................................................     16

          ITEM 6.  Exhibits and Reports on Form 8-K............................................     16

                   Exhibits....................................................................     16

                   Reports on Form 8-K.........................................................     16

                   Signatures..................................................................     17
</Table>


<PAGE>   3
                          PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.

                      NEWMARK HOMES CORP. AND SUBSIDIARIES
             CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
               (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)


<Table>
<Caption>
                                ASSETS                                          JUNE 30,           DECEMBER 31,
                                                                                  2001                 2000
                                                                            ----------------     ----------------
                                                                              (unaudited)
<S>                                                                     <C>                  <C>
Cash
                                                                               $  7,235             $  4,774
Receivables..........................................................            12,692               14,778
Inventory............................................................           264,546              246,865
Investment in unconsolidated subsidiaries............................             2,141                2,205
Other assets, net....................................................            12,301               10,168
Goodwill, net of accumulated amortization of $2,365 and $1,594 in
     2001 and 2000, respectively.....................................            44,584               45,354
                                                                               --------             --------
                  Total assets.......................................          $343,499             $324,144
                                                                               =========            ========

                 LIABILITIES AND STOCKHOLDERS' EQUITY

Construction loans payable...........................................          $144,242             $127,546
Acquisition notes payable............................................             7,370               11,055
Other payables to affiliates.........................................             1,564                  700
Accounts payable and accrued liabilities.............................            29,257               33,837
Other liabilities....................................................            19,552               15,697
                                                                               --------             --------
                  Total liabilities..................................          $201,985             $188,835
                                                                               --------             --------

Minority interest in consolidated subsidiaries.......................                99                   --

Stockholders' equity:
     Common stock -- $.01 par value; 30,000,000 shares authorized,
             11,500,000 shares issued and outstanding................               115                  115
     Additional paid-in capital......................................           106,855              106,855
     Retained earnings...............................................            34,445               28,339
                                                                               --------             --------
                  Total stockholders' equity.........................           141,415              135,309
                                                                               --------             --------
                  Total liabilities and stockholders' equity.........          $343,499             $324,144
                                                                               ========             ========
</Table>


   See accompanying notes to the condensed consolidated financial statements.




                                       3
<PAGE>   4
                      NEWMARK HOMES CORP. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
               (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)
                                   (UNAUDITED)


<Table>
<Caption>
                                                                                        THREE MONTHS
                                                                                       ENDED JUNE 30,
                                                                              ------------------------------
                                                                                  2001                2000
                                                                              ----------          ----------
<S>                                                                               <C>                 <C>
Revenues.............................................................         $  155,565          $  164,491
Cost of sales........................................................            126,420             135,847
                                                                              ----------          ----------
Gross profit.........................................................             29,145              28,644
Equity in earnings from unconsolidated subsidiaries..................                175                 134
Selling, general and administrative expenses.........................            (17,023)            (16,764)
Depreciation and amortization........................................             (1,286)               (914)
                                                                              ----------          ----------
     Operating income................................................             11,011              11,100
Other income (expense):
     Interest expense................................................               (554)               (845)
     Other income, net...............................................                213                  28

     Minority interest in consolidated subsidiaries..................                (99)                 --
                                                                              ----------          ----------
          Income before income taxes.................................             10,571              10,283
Income taxes.........................................................              3,308               3,703
                                                                              ----------          ----------
          Net income.................................................         $    7,263          $    6,580
                                                                              ==========          ==========
Earnings per common share:
     Basic...........................................................             $ 0.63          $     0.57
                                                                              ==========          ==========
     Diluted.........................................................             $ 0.63          $     0.57
                                                                              ==========          ==========
Weighted average number of shares of common stock
     equivalents outstanding:
         Basic.......................................................         11,500,000          11,500,000
                                                                              ==========          ==========
         Diluted.....................................................         11,500,000          11,500,000
                                                                              ==========          ==========
</Table>

   See accompanying notes to the condensed consolidated financial statements.




                                       4
<PAGE>   5
                      NEWMARK HOMES CORP. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
               (IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)
                                   (UNAUDITED)

<Table>
<Caption>
                                                                                      SIX MONTHS
                                                                                    ENDED JUNE 30,
                                                                            ----------------------------
                                                                               2001              2000
                                                                            ----------        ----------
<S>                                                                             <C>               <C>
Revenues.............................................................         $288,381          $301,462
Cost of sales........................................................          233,384           249,520
                                                                            ----------        ----------
Gross profit.........................................................           54,997            51,942
Equity in earnings from unconsolidated subsidiaries..................              330               256
Selling, general and administrative expenses.........................          (32,995)          (30,330)
Depreciation and amortization........................................           (2,469)           (1,961)
                                                                            ----------        ----------
     Operating income................................................           19,863            19,907
Other income (expense):
     Interest expense................................................           (1,629)           (1,589)
     Other income, net...............................................              221               294
     Minority interest in consolidated subsidiaries..................              (99)               --
                                                                            ----------        ----------
          Income before income taxes.................................           18,356            18,612
Income taxes.........................................................            6,040             6,709
                                                                            ----------        ----------
          Net income.................................................         $ 12,316          $ 11,903
                                                                            ==========        ==========
Earnings per common share:
     Basic...........................................................            $1.07             $1.04
                                                                            ==========        ==========
     Diluted.........................................................            $1.07             $1.04
                                                                            ==========        ==========
Weighted average number of shares of common stock
     equivalents outstanding:
         Basic.......................................................       11,500,000        11,500,000
                                                                            ==========        ==========
         Diluted.....................................................       11,500,000        11,500,000
                                                                            ==========        ==========
</Table>

   See accompanying notes to the condensed consolidated financial statements.




                                       5
<PAGE>   6
                      NEWMARK HOMES CORP. AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                    (IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
                                   (UNAUDITED)


<Table>
<Caption>
                                                                    Additional
                                                     Common          Paid-In           Retained
                                                      Stock          Capital           Earnings             Total
                                                    -----------    -------------    ---------------     --------------
<S>                                                 <C>            <C>              <C>                 <C>

Balance, December 31, 2000........................      $ 115         $106,855           $ 28,339           $135,309
Net Income........................................         --               --             12,316             12,316

Dividends paid ($0.54 per share)............               --               --             (6,210)            (6,210)
                                                    ---------        ---------           --------           --------
Balance, June 30, 2001                                  $ 115         $106,855           $ 34,445           $141,415
                                                    =========        =========           ========           ========
</Table>


   See accompanying notes to the condensed consolidated financial statements.



                                       6
<PAGE>   7
                      NEWMARK HOMES CORP. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)
                                   (UNAUDITED)
<Table>
<Caption>
                                                                                     SIX MONTHS
                                                                                   ENDED JUNE 30,
                                                                          -----------------------------------
                                                                               2001                2000
                                                                          --------------     ----------------
<S>                                                                       <C>                <C>
Cash flows from operating activities:
   Net income.......................................................           $12,316              $11,903
   Adjustments to reconcile net income to net cash used in operating
     activities:
     Depreciation and amortization..................................             2,470                1,961
     Net (gain) loss on sale of property, premises and equipment....                85                  (32)
     Equity in earnings from unconsolidated subsidiaries............              (330)                (256)
     Minority interest in consolidated subsidiaries.................                99                   --
                                                                          --------------     ----------------
     Changes in operating assets and liabilities:
         Inventory and land held for development, net...............           (17,681)              (9,339)
         Receivables................................................             2,086              (12,577)
         Other assets...............................................            (2,269)              (1,722)
         Payable to affiliates......................................
                                                                                   864                 (608)
         Accounts payable and accrued liabilities...................            (4,580)              (7,954)
         Other liabilities..........................................             3,855                2,169
                                                                          --------------     ----------------
         Net cash provided (used) in operating activities...........            (3,085)             (16,455)
                                                                          --------------     ----------------
Cash flows from investing activities:
   Purchases of property, premises and equipment....................            (1,752)              (1,302)
    Proceeds from sales of property, premises and equipment.........               103                  155
   Decrease in goodwill.............................................                --                  270
    Investment in unconsolidated subsidiaries.......................              (172)                (133)
   Distributions from unconsolidated subsidiaries...................               566                  217
                                                                          --------------     ----------------
         Net cash used in investing activities......................            (1,255)                (793)
                                                                          --------------     ----------------
Cash flows from financing activities:
   Proceeds from advances on construction loans payable.............           136,946              193,457
   Principal payments on construction loans payable.................          (120,250)            (169,084)
   Principal payments on acquisition notes payable..................            (3,685)              (3,418)
   Dividends paid...................................................            (6,210)                  --
                                                                          --------------     ----------------
         Net cash provided by financing activities..................             6,801               20,955
                                                                          --------------     ----------------
Increase (decrease) in cash.........................................             2,461                3,707
Cash, beginning of period...........................................             4,774                8,080
                                                                          --------------     ----------------
Cash, end of period.................................................            $7,235              $11,787
                                                                          ==============     ================
Supplemental disclosures of cash flow information: Cash paid for:
     Interest.......................................................            $7,009               $8,838
                                                                          ==============     ================
     Income taxes...................................................            $5,801               $7,945
                                                                          ==============     ================
</Table>

   See accompanying notes to the condensed consolidated financial statements.




                                       7
<PAGE>   8
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION
Newmark Homes Corp. and subsidiaries (the "Company") is an 80% owned subsidiary
of Technical Olympic USA, Inc. ("TOUSA") as of December 15, 1999. The Company
was formed in December 1994 to serve as a real estate holding company.

The Company's primary subsidiaries are as follows:

<Table>
<Caption>
                   SUBSIDIARY                                         NATURE OF BUSINESS
                   ----------                                         ------------------
<S>                                                                   <C>
Newmark Home Corporation ("Newmark")........       Single-family    residential   homebuilding   in   Texas,
                                                   Tennessee and North Carolina - formed in 1983.
Westbrooke Communities, Inc.
   ("Westbrooke")...........................       Single-family  residential  homebuilding  and residential
                                                   lot developer in South Florida - formed in 1976.
Pacific United Development Corporation
   ("PUDC").................................       Residential  lot  development  in Texas and  Tennessee  -
                                                   formed in 1993.
</Table>

BASIS OF PRESENTATION

The consolidated financial statements include the accounts of the Company and
its subsidiaries. The accounting and reporting policies of the Company conform
to generally accepted accounting principles and general practices within the
homebuilding industry. All significant intercompany balances and transactions
have been eliminated in the consolidated financial statements.

The preparation of financial statements in accordance with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial statements and accompanying notes.
Actual results could differ from those estimates.

INTERIM PRESENTATION

The accompanying condensed consolidated financial statements have been prepared
by the Company and are unaudited. Certain information and footnote disclosures
normally included in financial statements presented in accordance with generally
accepted accounting principles have been omitted from the accompanying
statements. The Company's management believes the disclosures made are adequate
to make the information presented not misleading. However, the financial
statements included as part of this 10-Q filing should be read in conjunction
with the financial statements and notes thereto included in the Company's
December 31, 2000 Annual Report on Form 10-K. The accompanying unaudited
consolidated financial statements reflect all adjustments that, in the opinion
of the management of the Company, are considered necessary for a fair
presentation of the financial position, results from operations and cash flows
for the periods presented. Results of operations achieved through June 30, 2001
are not necessarily indicative of those which may be achieved for the year ended
December 31, 2001.

NEW ACCOUNTING PRONOUNCEMENTS

In June 2001, the Financial Accounting Standards Board finalized FASB Statements
No. 141, Business Combinations (SFAS 141), and No. 142, Goodwill and Other
Intangible Assets (SFAS 142). SFAS 141 requires the use of the purchase method
of accounting and prohibits the use of the pooling-of-interests method of
accounting for business combinations initiated after June 30, 2001. SFAS 141
also requires that the Company recognize acquired intangible assets apart from
goodwill if the acquired intangible assets meet certain criteria. SFAS 141
applies to all business combinations initiated after June 30, 2001 and for
purchase business combinations completed on or after July 1, 2001. It also
requires, upon adoption of SFAS 142, that the Company reclassify the carrying
amounts of intangible assets and goodwill based on the criteria in SFAS 141.




                                       8
<PAGE>   9

SFAS 142 requires, among other things, that companies no longer amortize
goodwill, but instead test goodwill for impairment at least annually. In
addition, SFAS 142 requires that the Company identify reporting units for the
purposes of assessing potential future impairments of goodwill, reassess the
useful lives of other existing recognized intangible assets, and cease
amortization of intangible assets with an indefinite useful life. An intangible
asset with an indefinite useful life should be tested for impairment in
accordance with the guidance in SFAS 142. SFAS 142 is required to be applied in
fiscal years beginning after December 15, 2001 to all goodwill and other
intangible assets recognized at that date, regardless of when those assets were
initially recognized. SFAS 142 requires the Company to complete a transitional
goodwill impairment test six months from the date of adoption. The Company is
also required to reassess the useful lives of other intangible assets within the
first interim quarter after adoption of SFAS 142.

The Company's previous business combinations were accounted for using the
purchase method. As of June 30, 2001, the net carrying amount of goodwill is
$44.6 million. Amortization expenses during the six-month period ended June 30,
2001 was $0.8 million. Currently, the Company is assessing but has not yet
determined how the adoption of SFAS 141 and SFAS 142 will impact its financial
position and results of operation.

EARNINGS PER SHARE

Basic Earnings Per Share is computed by dividing earnings attributable to common
shareholders by the weighted average number of common shares outstanding for the
period. Diluted Earnings Per Share reflects the potential dilution that could
occur if securities or other contracts to issue common stock were exercised or
converted into common stock or resulted in the issuance of common stock that
then shared in the earnings of the Company. The following table reconciles the
computation of basic and diluted Earnings Per Share for the three months ended
June 30, 2001 and 2000 and for the six months ended June 30, 2001 and 2000 (in
thousands, except per share amounts):

<Table>
<Caption>
                                               THREE MONTHS ENDED JUNE 30,                SIX MONTHS ENDED JUNE 30,
                                          --------------------------------------    --------------------------------------
                                                2001                 2000                2001                  2000
                                          -----------------    -----------------    ----------------     -----------------
<S>                                       <C>                  <C>                  <C>                  <C>
Income available to common
   shareholders (numerator)..............           $7,263               $6,580             $12,316               $11,903
Weighted average of shares
   outstanding (denominator).............           11,500               11,500              11,500                11,500
                                          -----------------    -----------------    ----------------     -----------------
Basic and diluted
   Earnings Per Share....................            $0.63                $0.57               $1.07                 $1.04
                                          =================    =================    ================     =================

Diluted Earnings Per Share                           $0.63                $0.57               $1.07                 $1.04
                                          =================    =================    ================     =================
</TABLE>




                                       9
<PAGE>   10
Note 2.       INVENTORY

Inventory balances as of June 30, 2001 and December 31, 2000 consist of the
following:

<Table>
<Caption>
                                                                                               Carrying Value
                                                     Number of Homes                           (in thousands)
                                           -----------------------------------        ----------------------------------
                                              June 30,           December 31,           June 30,            December 31,
                                                2001                 2000                 2001                  2000
                                           --------------        -------------        ------------          ------------
<S>                                               <C>                  <C>                 <C>                   <C>
Completed  ...............................          155                  178             $36,636               $42,624
Under construction  ......................        1,074                  824             137,683               107,959
Models  ..................................           75                   73              17,488                18,715
Residential lots..........................           --                   --              72,739                77,567
                                           --------------        -------------        ------------          ------------
               Total......................        1,304                1,075            $264,546              $246,865
                                           ==============        =============        ============          ============
</Table>

NOTE 3.       CAPITALIZED INTEREST

A summary of interest capitalized in inventory is as follows (in thousands):


<Table>
<Caption>
                                              THREE MONTHS ENDED JUNE 30,                SIX MONTHS ENDED JUNE 30,
                                          -----------------------------------    --------------------------------------
                                                2001               2000                2001                  2000
                                          --------------    -----------------    ----------------     -----------------
<S>                                       <C>                  <C>                  <C>                  <C>
Interest capitalized, beginning
   of period..............................       $7,279               $6,873              $6,917                $6,266
Interest incurred.........................        2,746                3,991               6,439                 7,896
Less interest included in:
   Cost of Sales..........................        3,230                3,168               5,486                 5,720
   Other income (expense)                           554                  845               1,629                 1,589
                                          --------------    -----------------    ----------------     -----------------
Interest capitalized,
   end of period..........................       $6,241               $6,851              $6,241                $6,853
                                          --------------    -----------------    ----------------     -----------------
</Table>

NOTE 4.       COMMITMENTS AND CONTINGENCIES

The Company is subject to certain pending or threatened litigation and other
claims. Management, after review and consultation with legal counsel, believes
the Company has meritorious defenses to these matters and that any potential
liability from these matters would not materially affect the Company's
consolidated financial statements.

NOTE 5.          CONSOLIDATED JOINT VENTURES

The Company acquired a 75% interest in Silver Oak Trails, L.P., a land
development joint venture for a net initial investment of $2.9 million. The
operations of Silver Oak Trails, L.P. are consolidated with the operations of
the Company. Silver Oak Trails, L.P. earned $0.4 million of which $0.1 million
is minority interest in the earnings on a land sale transaction during the three
months ending June 30, 2001.

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

This Quarterly Report on Form 10-Q may contain forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended, Section
21E of the Securities Exchange Act of 1934, as amended and the Private
Securities Litigation Reform Act of 1995. Such matters involve risks and
uncertainties, including the Company's exposure to certain market risks, changes
in economic conditions, tax and interest rates, increases in raw material and
labor costs, weather conditions, and general competitive factors that may cause
actual results to differ materially.




                                       10
<PAGE>   11
RESULTS OF OPERATIONS

The following tables set forth certain operating and financial data for the
Company:

<Table>
<Caption>
                                                       NEW SALES CONTRACTS,
                                                       NET OF CANCELLATIONS                     HOME CLOSINGS
                                           ------------------------------------      --------------------------------
                                                         THREE MONTHS                          THREE MONTHS
                                                        ENDED JUNE 30,                        ENDED JUNE 30,
                                           ------------------------------------      --------------------------------
                                                          2001             2000                 2001             2000
                                                          ----             ----                 ----             ----
<S>                                                       <C>              <C>                  <C>              <C>
Houston.....................................               157              167                  144              167
Austin......................................                83              162                  114              160
Dallas/Ft. Worth............................                26               47                   45               44
San Antonio.................................                26                8                   26               10
Ft. Lauderdale,
      Palm Beach, Miami.....................               246              248                  202              218
Nashville...................................                24               22                   25               25
Charlotte...................................                 9                3                    4                2
Greensboro/Winston-
      Salem.................................                 5                6                    9                7
                                                       -------           ------               ------           ------
Total ......................................               576              663                  569              633
                                                       -------           ------               ------           ------
</Table>


<Table>
<Caption>
                                       NEW SALES CONTRACTS,                                          HOMES IN
                                       NET OF CANCELLATIONS            HOME CLOSINGS              SALES BACKLOG
                                  ---------------------------    -------------------------    ------------------------
                                           SIX MONTHS                   SIX MONTHS                     AS OF
                                         ENDED JUNE 30,               ENDED JUNE 30,                 JUNE 30,
                                  ---------------------------    -------------------------    ------------------------
                                           2001         2000           2001          2000           2001        2000
                                           ----         ----           ----          ----           ----        ----
<S>                                        <C>          <C>            <C>           <C>            <C>         <C>
Houston...........................         358          332            265           295            202         158
Austin............................         190          349            247           325            137         319
Dallas/Ft. Worth..................          72           85             79            73             44          44
San Antonio.......................          52           20             38            14             27           7
Ft. Lauderdale,
      Palm Beach, Miami...........         536          421            341           428            648         524
Nashville.........................          77           53             49            42             48          23
Charlotte.........................          13            8              5             6              8           3
Greensboro/Winston-
      Salem.......................          10           12             13            13              2           4
                                        ------       ------         ------        ------         ------      ------

Total ............................       1,308        1,280          1,037         1,196          1,116       1,082
                                        ------       ------         ------        ------         ------      ------
</Table>





                                       11
<PAGE>   12
<Table>
<Caption>
                                                        AS A PERCENTAGE OF                 AS A PERCENTAGE OF
                                                             REVENUE                             REVENUE
                                                  -----------------------------     -----------------------------------
                                                         THREE MONTHS                           SIX MONTHS
                                                        ENDED JUNE 30,                        ENDED JUNE 30,
                                                  -----------------------------     -----------------------------------
                                                      2001             2000                 2001             2000
                                                      ----             ----                 ----             ----
<S>                                                   <C>              <C>                  <C>              <C>
Cost of Sales...............................          81.3%            82.6%                80.9%            82.8%
Gross Profit................................          18.7%            17.4%                19.1%            17.2%
Selling, general and
      administrative expenses...............          10.9%            10.2%                11.4%            10.1%
Income before income taxes..................           6.8%             6.3%                 6.4%             6.2%
Income taxes (1)............................          31.3%            36.0%                32.9%            36.0%
Net income..................................           4.7%             4.0%                 4.3%             4.0%
</Table>

(1) As a percent of income before income taxes.


THREE MONTHS ENDED JUNE 30, 2001 COMPARED TO THREE MONTHS ENDED JUNE 30, 2000

Revenues decreased by 5.4% to $155.6 million in the three months ending June 30,
2001 from $164.5 million in the three months ending June 30, 2000 due to the net
effect of a decrease in units closed, an increase in the average selling price
and an increase in land sales. The number of homes closed by the Company
decreased by 10.1% to 569 homes in the three months ending June 30, 2001 from
633 homes in the three months ending June 30, 2000. The Company's average
selling price of homes closed in the three months ending June 30, 2001 was
$267,985, an increase of 3.9% from the $257,929 average selling price in the
three months ending June 30, 2000 due to product mix within the subdivisions
closing homes. The average selling price of a Newmark(R) home closed in the
three months ending June 30, 2001 was $272,444, an increase of 6.3% from the
$256,411 average selling price in the three months ending June 30, 2000. The
Fedrick, Harris Estate Homes average selling price of homes closed in the three
months ending June 30, 2001 was $479,978, an increase of 0.7% from the $476,640
average selling price in the three months ending June 30, 2000. In the South
Florida market, Westbrooke's average selling price of homes closed in the three
months ending June 30, 2001 was $208,514, an increase of 2.6% from the $203,237
average selling price in the three months ending June 30, 2000. In addition,
revenue from land sales in the three months ending June 30, 2001 increased to
$3.1 million from $1.2 million in the three months ending June 30, 2000.

New net sales contracts decreased 13.1% to 576 homes for the three months ended
June 30, 2001 from 663 homes for the three months ended June 30, 2000. The
dollar amount of new net sales contracts decreased 6.9% to $156.2 million.

The Company was operating in 90 subdivisions at June 30, 2001 compared to 79
subdivisions at June 30, 2000. As of June 30, 2001, the Company's backlog of
sales contracts was 1,116 homes, a 3.1% increase over comparable figures at June
30, 2000.

Cost of sales decreased by 6.9% to $126.4 million in the three months ended June
30, 2001 from $135.8 million in the comparable period of 2000. The decrease was
attributable to the decrease in revenues as described above. Cost of land sales
for the three months ended June 30, 2001 increased to $2.9 million from $1.2
million for the comparable period of 2000. As a percentage of revenues, cost of
sales for the three months ended June 30, 2001 decreased to 81.3% in 2001 from
82.6% in 2000.

Selling, general and administrative ("SG&A") expense increased by 1.6% to $17.0
million in the three months ended June 30, 2001, from $16.8 million in the
comparable period of 2000. The increase was primarily caused by increased
construction and sales activity in the new markets of Nashville, Tennessee;
Charlotte and Greensboro, North Carolina as well as in the Company's existing
Texas and Florida markets, as indicated by the increase in the backlog and the
3.7% increase in the homes under construction at the end of June 2001 versus
June 2000. As a percentage of revenues, SG&A expense increased to 10.9% in the
three months ended June 30, 2001 from 10.2% in the comparable period of 2000.




                                       12
<PAGE>   13

Interest expense, net of interest capitalized, decreased slightly to $0.6
million in the three months ended June 30, 2001 from $0.8 million in the
comparable period of 2000. The Company follows a policy of capitalizing interest
only on inventory under construction or development. During the three months
ended June 30, 2001 and 2000, the Company expensed a portion of interest
incurred and other financing costs on those completed homes held in inventory.
This expense decreased due to the decrease in the average number of completed
homes held in inventory for the quarter ending June 30, 2001. However, this
decrease was offset by the increase in interest on certain acquisition notes
pursuant to the Second Amendment to Stock Purchase Agreement and the related
Amended and Restated Note Agreements. Capitalized interest and other financing
costs are included in cost of sales at the time of home closings.

The Company's provision for income taxes decreased as a percentage of earnings
before taxes to 31.3% for the three months ending June 30, 2001 compared to
36.0% for the three months ending June 30, 2000. The decrease was primarily a
result of decreased state taxes resulting from credits earned due to the
deconsolidation from combined Florida State reporting. The Company recognized
federal income tax expense amounting to $3.5 million for the three months ending
June 30, 2001 compared to $3.6 million for the three months ending June 30,
2000.

Net income increased by 10.4% to $7.3 million in the three months ended June 30,
2001, from $6.6 million in the comparable period of 2000. The increase was
attributable to the increase in revenues in the company's most profitable
markets.

SIX MONTHS ENDED JUNE 30, 2001 COMPARED TO SIX MONTHS ENDED JUNE 30, 2000

Revenues decreased by 4.3% to $288.4 million in the six months ending June 30,
2001 from $301.5 million in the six months ending June 30, 2000 due to the net
effect of a decrease in units closed, an increase in the average selling price
and an increase in land sales. The number of homes closed by the Company
decreased by 13.3% to 1,037 homes in the six months ending June 30, 2001 from
1,196 homes in the six months ending June 30, 2000. The Company's average
selling price of homes closed in the six months ending June 30, 2001 was
$266,655, an increase of 6.8% from the $249,700 average selling price in the six
months ending June 30, 2000 due to product mix within the subdivisions closing
homes. The average selling price of a Newmark(R) home closed in the six months
ending June 30, 2001 was $267,321, an increase of 6.7% from the $250,477 average
selling price in the six months ending June 30, 2000. The Fedrick, Harris Estate
Homes average selling price of homes closed in the six months ending June 30,
2001 was $479,636, an increase of 4.6% from the $458,705 average selling price
in the six months ending June 30, 2000. In the South Florida market,
Westbrooke's average selling price of homes closed in the six months ending June
30, 2001 was $208,015, an increase of 3.4% from the $201,116 average selling
price in the six months ending June 30, 2000. In addition, revenue from land
sales in the six months ending June 30, 2001 increased to $11.9 million from
$2.8 million in the six months ending June 30, 2000.

New net sales contracts increased 2.2% to 1,308 homes for the six months ended
June 30, 2001 from 1,280 homes for the six months ended June 30, 2000. The
dollar amount of new net sales contracts increased 4.2% to $345.0 million.

Cost of sales decreased by 6.5% to $233.4 million in the six months ended June
30, 2001 from $249.5 million in the comparable period of 2000. The decrease was
attributable to the decrease in revenues as described above. Cost of land sales
for the six months ended June 30, 2001 increased to $8.9 million from $2.6
million for the comparable period of 2000. As a percentage of revenues, cost of
sales for the six months ended June 30, 2001 decreased to 80.9% in 2001 from
82.8% in 2000.

Selling, general and administrative ("SG&A") expense increased by 8.8% to $33.0
million in the six months ended June 30, 2001, from $30.3 million in the
comparable period of 2000. The increase was primarily caused by increased
construction and sales activity in the new markets of Nashville, Tennessee;
Charlotte and Greensboro, North Carolina as well as in the Company's existing
Texas and Florida markets, as indicated by the increase in the backlog and the
3.7% increase in the homes under construction at the end of June 2001 versus
June 2000. As a percentage of revenues, SG&A expense increased to 11.4% in the
six months ended June 30, 2001 from 10.1% in the comparable period of 2000.

Interest expense, net of interest capitalized, remained consistent at $1.6
million for the six months ended June 30, 2001 and 2000. The Company follows a
policy of capitalizing interest only on inventory under construction or
development. During the six months ended June 30, 2001 and 2000, the Company




                                       13
<PAGE>   14

expensed a portion of interest incurred and other financing costs on those
completed homes held in inventory. This expense decreased due to the decrease in
the average number of completed homes held in inventory for the six months
ending June 30, 2001. However, this decrease was offset by the increase in
interest on certain acquisition notes pursuant to the Second Amendment to Stock
Purchase Agreement and the related Amended and Restated Note Agreements.
Capitalized interest and other financing costs are included in cost of sales at
the time of home closings.

The Company's provision for income taxes decreased as a percentage of earnings
before taxes to 32.9% for the six months ending June 30, 2001 compared to 36.0%
for the six months ending June 30, 2000. The decrease was primarily a result of
decreased state taxes resulting from credits earned due to the deconsolidation
from combined Florida State reporting. The Company recognized federal income tax
expense amounting to $6.1 million for the six months ending June 30, 2001
compared to $6.4 million for the six months ending June 30, 2000.

Net income increased by 3.5% to $12.3 million in the six months ended June 30,
2001, from $11.9 million in the comparable period of 2000. The increase was
attributable to the increase in revenues in the company's most profitable
markets.

FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

At June 30, 2001, the Company had available cash and cash equivalents of $7.2
million. Inventories (including finished homes and construction in progress,
developed residential lots and other land) at June 30, 2001 increased by $17.7
million from $246.7 million at December 31, 2000 due to a general increase in
business activity and the expansion of operations in the newer market areas.
Because of increased business activity and expansion of operations in the newer
markets, the Company's ratio of construction loans payable to total capital
assets increased to 52.8% at June 30, 2001 from 50.5% at December 31, 2000. The
equity to total assets ratio decreased during the three months to 41.2% at June
30, 2001 from 41.7% at December 31, 2000 primarily due to the dividends paid of
$6.2 million during the six months ending June 30, 2001.

The Company's financing needs depend upon the results of its operations, sales
volume, inventory levels, inventory turnover, and acquisitions. The Company has
financed its operations through borrowings from financial institutions and
through funds from earnings.

At June 30, 2001, the Company had lines of credit commitments for construction
loans totaling approximately $245.2 million, of which $26.2 million was
available to draw down.

The Company's growth requires significant amounts of cash. It is anticipated
that future home construction, lot and land purchases and acquisitions will be
funded through internally generated funds and new and existing borrowing
relationships. The Company continuously evaluates its capital structure and, in
the future, may seek to further increase secured debt and obtain additional
equity to fund ongoing operations as well as to pursue additional growth
opportunities.

Except for ordinary expenditures for the construction of homes and, to a limited
extent, the acquisition of land and lots for development and sale of homes, at
June 30, 2001, the Company had no material commitments for capital expenditures.




                                       14
<PAGE>   15
SEASONALITY AND QUARTERLY RESULTS

The homebuilding industry is seasonal, as generally there are more sales in the
spring and summer months, resulting in more home closings in the fall. The
Company operates in the Southwestern and Southeastern markets of the United
States, where weather conditions are more suitable to a year-round construction
process than other areas. The Company also believes its geographic diversity to
be somewhat counter-cyclical, with adverse economic conditions associated with
certain of its markets often being offset by more favorable economic conditions
in other markets. The seasonality of school terms has an impact on the Company
operations, but it is somewhat mitigated by the fact that many of the Company's
buyers at the higher end of the Company's price range, including Fedrick, Harris
Estate Homes, no longer have children in school. As a result of these factors,
among others, the Company generally experiences more sales in the spring and
summer months, and more closings in the summer and fall months. Likewise,
Westbrooke has experienced seasonality in its revenues, generally completing
more sales in the spring and summer months and more closings in the fourth
quarter.

The Company historically has experienced, and in the future expects to continue
to experience, variability in revenues on a quarterly basis. Factors expected to
contribute to the variability include, among others: (i) the timing of home
closings; (ii) the Company's ability to continue to acquire land and options on
acceptable terms; (iii) the timing of receipt of regulatory approvals for the
construction of homes; (iv) the condition of the real estate market and general
economic conditions; (v) the cyclical nature of the homebuilding industry; (vi)
prevailing interest rates and the availability of mortgage financing; (vii)
pricing policies of the Company's competitors; (viii) the timing of the opening
of new residential projects; (ix) weather; and (x) the cost and availability of
materials and labor. The Company's historical financial performance is not
necessarily a meaningful indicator of future results and the Company expects its
financial results to vary from project to project and from quarter to quarter.

Although the Company's results for the six months ended June 30, 2001 are
comparable to results for the six months ended June 30, 2000, the Company
expects that certain of its home building markets (such as Austin, Texas) which
contributed significantly to the Company's favorable results in fiscal 2000 and
for the six months ended June 30, 2001 may be softer in the second half of
fiscal 2001. The Company cannot, at this time, determine the full impact on
future home sales, revenues and income of the Company from any significant
decline in these key markets.

ITEM 3.  CHANGES IN INFORMATION ABOUT MARKET RISK

The Company is exposed to market risk primarily related to potential adverse
changes in interest rates as discussed below. The Company does not enter into,
or intend to enter into, derivative financial instruments for trading or
speculative purposes. The Company's exposure to market risks is changes to
interest rates related to the Company's construction loans. The interest rates
relative to the Company's construction loans fluctuate with the prime and Libor
lending rates, both upwards and downwards.

                           PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

The Company is involved in various claims and legal actions arising in the
ordinary course of business. In the opinion of the Company's management, the
ultimate disposition of these matters is not expected to have a material adverse
effect on the financial condition or results of operations of the Company.

Subsequent to the press release of the Company on March 5, 2001 of a possible
merger of Engle Holdings Corp. with the Company, the Company was notified of the
filing of two lawsuits, Case No. A431555; Barry Feldman v. Michael J. Poulos,
Yannis Delikanakis, Michael S. Stevens, Constantinos Stengos, George Stengos,
Andreas Stengos, James M. Carr, William A. Hasler, Larry D. Horner, Lonnie M.
Fedrick, Engle Holdings Corp. and Newmark Homes Corp.; In the District Court,
Clark County, Nevada; and Cause No. 2001-14194; Michael Gormley v. Michael J.
Poulos, Yannis Delikanakis, Michael S. Stevens, Constantinos Stengos, George
Stengos, Andreas Stengos, James M. Carr, William A. Hasler,



                                       15
<PAGE>   16

Larry D. Horner, Lonnie M. Fedrick, Engle Holdings Corp. and Newmark Homes Corp;
In the 80th Judicial District Court of Harris County, Texas, challenging any
transaction between the Company and Engle Holdings as a violation of fiduciary
duty. Given the fact that there is no transaction agreed to between the Company
and Engle, the Company believes the lawsuits are without merit, and the Company
intends to vigorously defend itself and its directors.

ITEM 2.  CHANGES IN SECURITIES

         None.  No disclosure required.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         None.   No disclosure required

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         None.  No disclosure required

ITEM 5.  OTHER INFORMATION

         None.  No disclosure required.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a.)   Exhibits.

       Exhibit Number               Exhibit
       --------------               -------

       None.

(b)    Reports on Form 8-K.

       The registrant filed no reports on Form 8-K during the quarter ended June
30, 2001.




                                       16
<PAGE>   17
                                   SIGNATURES

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

                                    NEWMARK HOMES CORP.

August 10, 2001               By:   /s/ Terry C. White
                                    --------------------------------------------
                                    Terry C. White, Senior Vice President, Chief
                                    Financial Officer, Treasurer and Secretary




                                       17