<PAGE>   1
                                 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: December 31, 2000

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

          For the transition period from _________ to ________________.

                         Commission file number: 0-29027

                             Whitehall Limited, Inc.

        (Exact name of small business issuer as specified in its charter)

                 Florida                                84-1092599
      ----------------------------           ---------------------------------
      (State or other jurisdiction           (IRS Employer Identification No.)
           of incorporation or
              organization)

                  290 Cocoanut Avenue, Sarasota, Florida 34236
                 ----------------------------------------------
                     Address of principal executive offices

                                  941-954-1181
                 ----------------------------------------------
                           (Issuer's telephone number)

                                 Not applicable
      ---------------------------------------------------------------------
      (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.

               Yes  [ ]           No  [x]

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 8,946,000

Transitional Small Business Disclosure Format (check one):

               Yes  [ ]           No  [x]

<PAGE>   2

                                     Part I

                              Financial Information

Item 1. Financial Statements

        See financial statements beginning on page F-1

Item 2. Management's Discussion and Analysis of Financial Condition and Results
        of Operation

      Form 10-QSB, other than historical financial information, may consist of
forward-looking statements that include risks and uncertainties, including, but
not limited to, statements contained in "Management's Discussion and Analysis of
Financial Condition and Results of Operations." Such statements are based upon
many assumptions and are subject to risks and uncertainties. Actual results
could differ materially from the results discussed in the forward-looking
statements due to a number of factors, including, but not limited to, those
identified in this document and the Company's other filings with the Securities
and Exchange Commission. The Company disclaims any intent or obligation to
update these forward-looking statements.

OVERVIEW:

The Company builds quality homes with custom features at moderate prices. The
homes are designed principally for the entry level or "moving up" home buyers'
market, as well as the retirement segment of such market. Residences constructed
and marketed by the Company usually range in size from 1,200 to 3,500 square
feet and have purchase prices ranging from $150,000 to $500,000. The company
markets the residences through commissioned employees and independent real
estate brokers in the Company's market area, which consists of the West Coast of
the State of Florida, primarily, Sarasota, Manatee, Collier, Pasco and
Hillsborough Counties. Residential unit sales are usually conducted from sales
offices located in furnished models in each subdivision where the Company is
active. The Company also typically constructs a limited number of speculative
homes in each residential subdivision in which it is active in order to enhance
marketing and sales activities.


                                       2

<PAGE>   3

      Results of operations for the nine and three months ended December 31,
      2000 as compared to the nine and three months ended December 31, 1999:

      The Company is presently engaged in the development of the following
      projects:

<TABLE>
<CAPTION>

                                   ESTIMATED      NUMBER OF         UNITS CLOSED               UNITS CLOSED
                                    AVERAGE         UNITS           NINE MONTHS                THREE MONTHS
                       TOTAL        SELLING       TO CLOSE            ENDED                       ENDED
                     NUMBER OF       PRICE         AS OF         -------------------      -------------------
      PROJECT          UNITS        PER UNIT      12/31/00       12/31/00   12/31/99      12/31/00   12/31/99
                     ---------     ---------      ---------      --------   ---------     --------   --------
<S>                  <C>            <C>            <C>           <C>        <C>           <C>        <C>
Avalon at
   The Villages
   Of Palm Aire          114       $186,000           31            37         13            11         8
Beekman Place
   & village             148        165,000            0             A         20                       2
Bermuda Club              30        200,000            3             5          4             3         3
Governor's Green          16        325,000            0                        1
Heron Creek Golf
   Country Club          112        250,000           35             3                        3
Lake JoVita               60        240,000           60
Off Site                                                             2          2
                                                     ---            --         --            --        --

        Total                                        129            47         40            17        13
                                                     ===            ==         ==            ==        ==
</TABLE>
--------------

        (A) Project completed Fall of 1999

Results of Operations

        The following table sends forth operating data as a percentage of
revenue:

<TABLE>
<CAPTION>

                                       NINE MONTHS ENDED     THREE MONTHS ENDED
                                         DECEMBER 31,           DECEMBER 31,
                                       -----------------     ------------------
                                        2000      1999        2000       1999
                                       -----     ------      ------     -------
<S>                                    <C>       <C>         <C>        <C>
    Revenues:
        Home and lot sales               98%       97%         98%         99%
        Other                             2%        3%          2%          1%
                                        ---       ---         ---         ---
               Total                    100%      100%        100%        100%
                                        ---       ---         ---         ---

    Costs and expenses:
        Cost of sales                    72%       75%         67%         74%
        Selling                           6%        6%          7%          5%
        General and administrative       12%       16%         22%          8%
        Interest                          3%        2%          3%          1%
                                        ---       ---         ---         ---
               Total                     93%       99%         88%         88%
                                        ---       ---         ---         ---

Income before income taxes                7%        1%         12%         12%
                                        ---       ---         ---         ---
</TABLE>


                                       3

<PAGE>   4

Revenues:

        Home and Lot Sales:

               The Company's Home and Lot sales increased by approximately
               $3,446,000 to approximately $9,333,000 for the nine months ended
               December 31, 2000 as compared to approximately $5,887,000 for the
               nine months ended December 31, 1999. The Company's Home and Lot
               sales also increased by approximately $489,000 for the three
               months ended December 31, 2000 to approximately $3,426,000 from
               approximately $2,937,000 for the three months ended December 31,
               1999. Beginning in 1999 and continuing throughout 2000, the
               Company was able to take advantage of the strong real estate
               markets, thereby increasing the average base sales price per
               unit, as well as sell an increased number of options per unit. In
               addition, the Company began certain phases of projects under
               development that contained the premium or choice units thereby
               demanding a higher unit value. As a result of the aforementioned,
               the average unit sales price on the 47 units closed during the
               nine months ended December 31, 2000 was approximately $199,000 as
               compared to approximately $147,000 for the 40 units closed during
               the year ended December 31, 1999. The Company closed four more
               units in the quarter ending December 31, 2000 as compared to the
               quarter ending December 31, 1999, thereby accounting for the
               increased sales volume in the quarter then ended.

         Other Revenue:

               Other revenue consists of Management fee, interest, and sundry
               income. During the nine and three months ended December 31, 2000,
               other revenue was approximately $195,000 and $85,000,
               respectively, as compared to approximately $152,000 and $25,000
               for the nine and three months ended December 31, 1999. The
               primary reason for the increase is due to the Company earning
               approximately $50,000 and $33,000 more of interest income during
               the period.

Costs and expenses:

        Cost of sales:

               Cost of sales increased by approximately $2,314,000 to
               approximately $6,844,000 for the nine months ended December 31,
               2000 as compared to approximately $4,530,000 for the nine months
               ended December 31, 1999. Cost of sales also increased by
               approximately $179,000 for the three months ended December 31,
               2000 to approximately $2,361,000 from approximately $2,182,000
               for the three months ended December 31, 1999. The primary reason
               for the increase was due to the number of units closed


                                       4

<PAGE>   5

               during this period. However, the cost as a percent of sales
               decreased in 2000 as compared to 1999. The Company was successful
               in keeping its direct cost in line, while taking advantage of the
               positive trends in the real estate markets.

        Selling, general and administrative:

               Selling, general and administrative increased for the nine and
               three months ended December 31, 2000 as compared to the nine and
               three months ended December 31, 1999 by approximately $436,000
               and $257,000, respectively. The primary reason for this is that
               selling expenses increased by approximately $237,000 and
               $100,000, respectively, due to the number of closings and units
               under contract.

        Interest:

               Interest increased for the nine and three months ended December
               31, 2000 as compared to the nine and three months ended December
               31, 1999 by approximately $159,000 and $88,000, respectively. The
               primary reason for this is the increased construction activity
               and outstanding borrowings that resulted from these borrowing.

As a result of the aforementioned and the Company fully utilizing its net
operating loss carryovers in 1999, the Company's net income was approximately
$429,000 ($.05 per share) and $269,000 ($.03 per share) for the nine and three
months ended December 31, 2000 as compared to approximately $39,000 and $332,000
for the nine and three months ended December 31, 1999.

Liquidity and Capital Resources:

As of December 31, 2000, the Company had net assets of approximately $1,605,000
including cash and cash equivalents of approximately $717,000. During the nine
months ended December 31, 2000, the Company's cash position increased by
approximately $42,000. Its operating activities used approximately $654,000 of
cash. This was used to increase inventories by approximately $2,099,000, which
were funded mainly by the Company's net income of approximately $429,000,
increase in customer deposits of approximately $724,000 and an increase in other
short-term obligations of approximately $208,000. The Company's investing
activities utilized approximately $266,000 of which approximately $150,000 was
lent to the principle stockholder and approximately $97,000 was invested in
marketable securities. The Company's financing activities provided approximately
$963,000 of cash principally from the proceeds of its mortgages and notes
payable.

The Company's principal source of financing has historically been provided from
its construction financing which is based on the value of the underlying
projects. In


                                       5

<PAGE>   6

addition, in 1999, the Company received capital contributions of approximately
$881,000 and loans from its principle stockholder in the amount of approximately
$1,319,000.

                                     Part II

                                Other Information

Item 1. Legal Proceedings

        None.

Item 2. Changes in Securities

        Not applicable.

Item 3. Defaults Upon Senior Securities

        Not applicable.

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

        (a) Exhibits.

            None.

        (b) Reports on Form 8-K

            We did not file any reports on Form 8-K during the quarter for which
            this report is filed.


                                       6

<PAGE>   7

                                   SIGNATURES

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

                                    Whitehall Limited, Inc.

August 15, 2001                     /s/ Ronald Mustari
                                    --------------------------------------------
                                    Ronald Mustari, President and
                                    Chief Executive Officer
                                    (Principal Executive Officer)


August 15, 2001                     /s/ Joanne Mustari
                                    --------------------------------------------
                                    Joanne Mustari, Treasurer and
                                    Chief Financial Officer
                                    (Principal Financial and Accounting Officer)


                                       7

<PAGE>   8

                    WHITEHALL LIMITED, INC. AND SUBSIDIARIES
                   (Formerly Cambridge Universal Corporation)

         INDEX TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

<TABLE>
<CAPTION>


                                                                           PAGE
                                                                           ----
<S>                                                                        <C>
PART I - FINANCIAL INFORMATION

ITEM 1 - CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

         CONDENSED CONSOLIDATED BALANCE SHEET
              DECEMBER 31, 2000                                            F-2

         CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
              NINE AND THREE MONTHS ENDED DECEMBER 31,
              2000 AND 1999                                                F-3

          CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
              NINE MONTHS ENDED DECEMBER 31, 2000 AND 1999                 F-4

          NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS             F-5
</TABLE>


                                      * * *

                                      F-1
<PAGE>   9


                    WHITEHALL LIMITED, INC. AND SUBSIDIARIES
                   (Formerly Cambridge Universal Corporation)

                      CONDENSED CONSOLIDATED BALANCE SHEET
                                DECEMBER 31, 2000
                                   (Unaudited)
<TABLE>
<CAPTION>

                                       ASSETS

<S>                                                                 <C>
Cash and cash equivalents                                           $   717,460
Investment in marketable securities                                     167,314
Inventories                                                           8,229,587
Due from affiliate                                                      186,500
Due from stockholders                                                   444,348
Property and equipment, net                                           1,757,503
Other assets                                                            232,906
                                                                    -----------

           Total                                                    $11,735,618
                                                                    ===========


                          LIABILITIES AND STOCKHOLDERS' EQUITY


Liabilities:
    Mortgages and notes payable                                     $ 5,171,790
    Accounts payable and accrued expenses                             1,063,545
    Customer deposits and advances                                    1,968,684
    Income taxes payable                                                397,104
    Deferred tax liabilities                                            210,236
    Note payable - stockholder                                        1,319,196
                                                                    -----------
           Total liabilities                                         10,130,555
                                                                    -----------

Commitments and contingencies

Stockholders' equity:
    Preferred stock; $.10 par value; authorized
        100,000,000 shares; issued none                                      --
    Common stock; $.10 par value; authorized
        500,000,000 shares; issued and outstanding
        8,946,000 shares                                                894,600
    Additional paid-in capital                                          501,406
    Retained earnings                                                   209,057
                                                                    -----------
           Total stockholders' equity                                 1,605,063
                                                                    -----------

           Total                                                    $11,735,618
                                                                    ===========
</TABLE>

See Notes to Unaudited Condensed Consolidated Financial Statements.

                                      F-2
<PAGE>   10


                    WHITEHALL LIMITED, INC. AND SUBSIDIARIES
                   (Formerly Cambridge Universal Corporation)

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
             NINE AND THREE MONTHS ENDED DECEMBER 31, 2000 AND 1999
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                   Nine Months                    Three Months
                                               Ended December 31,              Ended December 31,
                                          --------------------------      --------------------------
                                             2000            1999            2000             1999
                                          ----------      ----------      ----------      ----------
<S>                                       <C>             <C>             <C>             <C>
Revenue:
   Home and lot sales                     $9,333,036      $5,886,909      $3,425,759      $2,937,092
   Management fees                            56,678                          28,137
   Interest income                            57,392           7,036          34,161           1,581
   Sundry income                              80,531         145,059          22,990          23,827
                                          ----------      ----------      ----------      ----------
      Totals                               9,527,637       6,039,004       3,511,047       2,962,500
                                          ----------      ----------      ----------      ----------

Costs and expenses:
   Cost of sales                           6,843,834       4,530,113       2,360,505       2,182,037
   Selling                                   597,887         360,552         234,537         134,008
   General and administrative              1,140,482         942,229         392,613         235,676
   Interest                                  251,027         140,955          92,507          53,040
                                          ----------      ----------      ----------      ----------
      Totals                               8,833,230       5,973,849       3,080,162       2,604,761
                                          ----------      ----------      ----------      ----------

Income before income taxes                   694,407          65,155         430,885         357,739

Provision for income taxes                   265,820          26,199         161,599          26,199
                                          ----------      ----------      ----------      ----------

Net income                                $  428,587      $   38,956      $  269,286      $  331,540
                                          ==========      ==========      ==========      ==========


Basic earnings per share                  $      .05      $       --      $      .03      $      .04
                                          ==========      ==========      ==========      ==========

Basic weighted average common shares
   outstanding                             8,946,000       8,946,000       8,946,000       8,946,000
                                          ==========      ==========      ==========      ==========
</TABLE>

See Notes to Unaudited Condensed Consolidated Financial Statements.

                                      F-3
<PAGE>   11

                    WHITEHALL LIMITED, INC. AND SUBSIDIARIES
                   (Formerly Cambridge Universal Corporation)

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                  NINE MONTHS ENDED DECEMBER 31, 2000 AND 1999
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                  2000              1999
                                                              -----------       -----------
<S>                                                           <C>               <C>
Operating activities:
    Net income                                                $   428,587       $    38,956
    Adjustments to reconcile net income to net cash
        used in operating activities:
        Depreciation                                               29,987            18,839
        Forgiveness of stockholders' interest                      69,384            49,777
        Changes in operating assets and liabilities:
           Inventories                                         (2,099,151)       (3,415,157)
           Due to/from affiliates                                 (40,954)         (179,888)
           Other assets                                            24,800          (224,679)
           Accounts payable and accrued expenses                  (57,323)          737,021
           Customer deposits and advances                         724,477            26,199
           Income taxes payable                                   265,820           720,376
                                                              -----------       -----------
               Net cash used in operating activities             (654,373)       (2,228,556)
                                                              -----------       -----------

Investing activities:
    Purchase of property and equipment                            (18,542)           (1,161)
    Investments                                                   (97,464)         (200,000)
    Stockholders' loans and other                                (150,291)         (207,763)
                                                              -----------       -----------
               Net cash used in investing activities             (266,297)         (408,924)
                                                              -----------       -----------

Financing activities:
    Capital contributions                                                           880,818
    Proceeds of mortgages and notes payable                     2,716,731         2,047,985
    Repayments of mortgages and note payable                   (1,753,900)               --
                                                              -----------       -----------
               Net cash provided by financing activities          962,831         2,928,803
                                                              -----------       -----------

Net increase in cash and cash equivalents                          42,161           291,323

Cash and cash equivalents, beginning of period                    675,299           126,794
                                                              -----------       -----------

Cash and cash equivalents, end of period                      $   717,460       $   418,117
                                                              ===========       ===========


Supplemental disclosure of cash flow data:

   Interest paid, net of amount capitalized                   $   181,643       $    91,178
                                                              ===========       ===========
</TABLE>

See Notes to Unaudited Condensed Consolidated Financial Statements.

                                      F-4
<PAGE>   12

                    WHITEHALL LIMITED, INC. AND SUBSIDIARIES
                   (Formerly Cambridge Universal Corporation)

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


Note 1 - Basis of presentation:

            In the opinion of management, the accompanying unaudited condensed
            consolidated financial statements reflect all adjustments,
            consisting of normal recurring accruals, necessary to present fairly
            the financial position of Whitehall Limited, Inc. and Subsidiaries
            (the "Company") as of December 31, 2000, their results of operations
            for the nine and three months ended December 31, 2000 and 1999 and
            their cash flows for the nine months ended December 31, 2000 and
            1999. Pursuant to the rules and regulations of the United States
            Securities and Exchange Commission (the "SEC"), certain information
            and disclosures normally included in financial statements prepared
            in accordance with accounting principles generally accepted in the
            United States of America have been condensed in or omitted from
            these financial statements unless significant changes have taken
            place since the end of the most recent fiscal year. Accordingly,
            these unaudited condensed consolidated financial statements should
            be read in conjunction with the audited financial statements as of
            March 31, 2000 and for the years ended March 31, 2000 and 1999 and
            the notes thereto (the "Audited Financial Statements") and the other
            information included in the Company's Annual Report on Form 10-KSB
            (the "Form 10-KSB") for the year ended March 31, 2000 that was
            previously filed with the SEC.

            The results of the Company's operations for the nine and three
            months ended December 31, 2000 are not necessarily indicative of the
            results of operations for the full year ending March 31, 2001.

            Significant accounting policies and business operations have not
            changed since March 31, 2000 and the year then ended.

            The 1999 condensed consolidated financial statements have been
            reclassified to conform to the 2000 presentation.

Note 2 - Earnings per common share:

            As further explained in Note 1 of the notes to the Audited Financial
            Statements, the Company presents basic earnings per share and, if
            appropriate, diluted earnings per share in accordance with the
            provisions of Statement of Financial Accounting Standards No. 128,
            "Earnings per Share" ("SFAS 128"). Diluted per share amounts have
            not been presented in the accompanying unaudited condensed
            consolidated statements of operations for the nine and three months
            ended December 31, 2000 and 1999 because there were no additional
            shares derived from the assumed conversion of the note payable -
            stockholder at fair value and the application of the treasury stock
            method.

                                      * * *


                                      F-5