UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM 10-Q


                   Quarterly Report Under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

                     For Quarterly Period Ended May 31, 2002

                          Commission File Number 0-9599

                                    HIA, INC.

             (Exact name of Registrant as specified in its charter)

        New York                                            16-1028783
        State or other jurisdiction of                    I.R.S. Employer
        incorporation or organizat                  Identification Number

                               4275 Forest Street
                             Denver, Colorado 80216
               (Address of principal executive offices, zip code)

                                 (303) 394-6040
              (Registrant's telephone number, including area code)

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

     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 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___

     Indicate the number of shares  outstanding of each of the issuer's  classes
of common stock, as of the latest  practicable  date:  10,281,526  shares of the
Registrant's $.01 par value common stock were outstanding at May 31, 2002.

<PAGE>





                                    HIA, INC.
                                      INDEX

Part I.  Financial Information

         Item 1.  Consolidated Financial Statements.. . . . . . . . . . 3

         Item 2.  Management's Discussion and Analysis or Financial
                  and Results of Operations . . . . . . . . . . . . . .11


Part II.  Other Information

         Item 1.  Legal Proceedings . . . . . . . . . . . . . . . . .  15

         Item 2.  Changes in Securities and Use of Proceeds. . . . . . 15

         Item 3.  Defaults upon Senior Securities .. . . . . . . . . . 15

         Item 4.  Submission of Matters to a Vote of Security Holders. 15

         Item 5.  Other Information . . . .  . . . . . . . . . . . . . 15

         Item 6.  Exhibits and Reports on Form 8-K . . . . . . . . . . 15

SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . .  . . . . .16



<PAGE>



                                     Part 1.

Item 1.  Consolidated Financial Statements

         Consolidated Balance Sheets as of May 31, 2002
         and November 30, 2001. . . . . . . . . . . . . . . . . . . . . 4

         Consolidated Statements of Operations for the three and six months
         ended May 31, 2002 and 2001 . . . . . . . . . . . . . .  . . . 6

         Consolidated Statements of Cash Flows for the six months
         ended May 31, 2002 and 2001 . . . . . . . . . . . . . .  . . . 7

         Notes to Consolidated Financial Statements . . . . . . . . . . 8


Forward Looking Statements

Statements  made in this Form  10-Q that are  historical  or  current  facts are
"forward-looking  statements"  made  pursuant to the safe harbor  provisions  of
Section  27A of the  Securities  Act of 1933 ("The  ACT") and Section 21E of the
Securities Exchange Act of 1934. These statements often can be identified by the
use  of  terms  such  as  "may,"  "will,"  "expect,"  "believes,"  "anticipate,"
"estimated,"  "approximate," or "continue," or the negative thereof. The Company
intends that such forward-looking  statements be subject to the safe harbors for
such  statements.  The  Company  wishes to caution  readers  not to place  undue
reliance on any such forward-looking statements, which speak only as of the date
made. Any forward-looking  statements represent  management's best judgements as
to what may occur in the future. However, forward-looking statements are subject
to risks,  uncertainties and important factors beyond the control of the Company
that could cause actual results and events to differ  materially from historical
results of operations to revise any forward-looking statements to reflect events
or  circumstances  after the date of such statement or to reflect the occurrence
of anticipated or unanticipated events.






<PAGE>






                            HIA, INC. AND SUBSIDIARY

                           CONSOLIDATED BALANCE SHEETS


(Information as of November 30, 2001 is based upon an audited balance sheet. All
other information is unaudited.)
<TABLE>
                                                                                May 31,                  November 30,
                                                                                 2002                      2001
                                                                                 ----                      ----
ASSETS
<S>                                                                         <C>                        <C>
Current Assets:
  Cash                                                                          $      4,000              $     1,000
  Accounts receivable, net of allowance for
       doubtful accounts of $105,000 and $146,000                                  6,098,000                3,452,000
  Inventories                                                                      6,629,000                3,784,000
  Other current assets                                                               162,000                  204,000
                                                                                  ----------            -------------
Total current assets                                                              12,893,000                7,441,000
                                                                                  ----------            -------------

Property and equipment, at cost:
  Leasehold improvements                                                             326,000                  289,000
  Equipment                                                                        1,358,000                1,347,000
                                                                                   ---------                ---------
                                                                                   1,684,000                1,636,000
Less accumulated depreciation
     and amortization                                                              1,322,000                1,216,000
                                                                                   ---------                ---------

Net property and equipment                                                           362,000                  420,000

Other assets                                                                         201,000                  195,000
Goodwill, net of amortization                                                      1,151,000                1,151,000
  of $383,000 and $383,000
Non-compete agreement, net of amortization
  of $45,000 and $37,000                                                             105,000                  113,000
                                                                                   ---------            -------------

TOTAL ASSETS                                                                     $14,712,000               $9,320,000
                                                                                 ===========               ==========

</TABLE>

The accompanying notes are an integral part of the consolidated financial
statements.


<PAGE>




                                                       HIA, INC. AND SUBSIDIARY

                                         CONSOLIDATED BALANCE SHEETS (Continued)

(Information as of November 30, 2001 is based upon an audited balance sheet. All
other information is unaudited).

<TABLE>
                                                                                May 31,          November 30,
LIABILITIES                                                                        2002                  2001
                                                                                   ----                  ----
<S>                                                                     <C>                     <C>
Current Liabilities:
  Note payable to bank                                                   $2,765,000                  $1,815,000
  Current maturities of long-term obligations                               471,000                     487,000
  Accounts payable                                                        4,587,000                     477,000
  Checks written in excess of deposits                                      494,000                     207,000
  Accrued expenses and other current liabilities                            616,000                     593,000
                                                                       ------------               -------------

Total current liabilities                                                 8,933,000                   3,579,000
                                                                        -----------               -------------

Long-term Obligations:
  Notes payable, less current maturities                                  1,019,000                   1,165,000
  Capital lease obligations, less current maturities                         42,000                     117,000
                                                                      -------------                ------------
Total long-term obligations                                               1,061,000                   1,282,000
                                                                         ----------                 -----------

TOTAL LIABILITIES                                                         9,994,000                   4,861,000
                                                                        -----------               -------------

COMMITMENTS

STOCKHOLDERS' EQUITY
Common stock of $.01 par value;
  authorized 20,000,000 shares: issued
  13,108,196; outstanding 10,281,526
  and 10,126,525                                                            131,000                     131,000
Additional paid-in capital                                                3,109,000                   3,109,000
Retained earnings                                                         2,043,000                   1,831,000
                                                                        -----------                  ----------
                                                                          5,283,000                   5,071,000
Less treasury stock: 2,826,670 and
  2,981,671 shares at cost                                                 (565,000)                   (612,000)
                                                                      -------------             ---------------
Total stockholders' equity                                                4,718,000                   4,459,000
                                                                         ----------               -------------

TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY                                                    $14,712,000                 $9,320,000
                                                                 ==================                 ==========

</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.




                                                       HIA, INC. AND SUBSIDIARY

                                          CONSOLIDATED STATEMENTS OF OPERATIONS
                                                                    (unaudited)
<TABLE>
                                            Six Months Ended                     Three Months Ended
                                            ------------------                 --------------------
                                        May 31, 2002    May 31, 2001        May 31, 2002        May 31, 2001
<S>                                     <C>             <C>                 <C>               <C>

Net sales                                 $14,323,000      $13,057,000         $10,605,000       $9,285,000
Cost of sales                               9,844,000        9,191,000           7,201,000        6,580,000
                                       --------------    -------------         -----------    -------------
Gross profit                                4,479,000        3,866,000           3,404,000        2,705,000

Selling, general
 & administrative
 expenses                                   4,076,000        4,270,000           2,183,000        2,128,000
                                            ---------       ----------       -------------        ---------


Operating income(loss)                        403,000         (404,000)          1,221,000          577,000

Other income (expense):
  Interest income                              27,000           65,000              10,000           25,000
  Interest expense                           (116,000)        (220,000)            (62,000)        (119,000)
  Misc. income (expense)                       22,000           (3,000)             19,000          (12,000)
                                         ------------          --------         ----------    --------------
Total other expense                           (67,000)        (158,000)            (33,000)        (106,000)

Income (loss) before income
   tax expense                                336,000         (562,000)          1,188,000          471,000
Income tax  expense                          (124,000)              --            (414,000)              --
                                         ------------ ----------------        ------------     ------------

NET INCOME (LOSS)                            $212,000        ($562,000)           $774,000         $471,000
                                              =======         ========               ========         ========

Net income (loss) per share
  Basic                                       $   .02         ($   .06)            $   .08          $   .05
  Diluted                                     $   .02         ($   .06)            $   .08          $   .05

Weighted average common shares outstanding:
      Basic                                10,257,845       10,187,446          10,187,146       10,194,775
      Dilutive                             10,382,845       10,187,446          10,187,146       10,194,775

</TABLE>

The accompanying notes are an integral part of the consolidated financial
statements.



                                                   HIA, INC. AND SUBSIDIARY
                                           CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)
<TABLE>
                                                                                               For the Six Months Ended
                                                                                           May 31, 2002        May 31, 2001
<S>                                                                                     <C>                    <C>

OPERATING ACTIVITIES:
Net Income (loss)                                                                        $212,000               ($562,000)
Adjustments to reconcile net income (loss)
   to net cash used  in operating activities:
      Depreciation and amortization                                                       114,000                 183,000
      Reserve for obsolescence of inventory                                               132,000                   - 0 -
      Changes in current assets and
         current liabilities:
       Accounts receivable                                                             (2,646,000)             (1,578,000)
       Inventories                                                                     (2,977,000)             (1,964,000)
       Other current assets                                                                42,000                (108,000)
       Accrued expenses and other current liabilities                                       7,000                  20,000
       Accounts payable                                                                 4,110,000               2,940,000
       Decrease (increase) in other assets                                                 (6,000)                  9,000
                                                                                     ------------           -------------
NET CASH USED IN
  OPERATING ACTIVITIES                                                                 (1,012,000)             (1,060,000)
                                                                                      -----------            ------------

INVESTING ACTIVITIES:
  Purchases of property and equipment                                                     (48,000)               (36,000)
NET CASH USED IN
  INVESTING ACTIVITIES                                                                    (48,000)               (36,000)
                                                                                  ---------------             ----------

FINANCING ACTIVITIES:
  Proceeds from note payable to bank                                                    4,180,000               5,492,000
  Payments on borrowings on note payable to bank                                       (3,230,000)             (4,244,000)
  Repayments of long-term debt                                                           (146,000)               (144,000)
  Payments on capital lease obligations                                                   (75,000)                (85,000)
  Increase in checks written in excess of deposits                                        287,000                 175,000
  Purchase of treasury stock                                                                - 0 -                (248,000)
  Sale of treasury stock                                                                   47,000                 150,000
                                                                                     ------------                --------
  NET CASH PROVIDED BY
    FINANCING ACTIVITIES                                                                1,063,000               1,096,000
                                                                                      -----------             -----------

NET DECREASE IN CASH                                                                        3,000                     --

CASH, BEGINNING OF PERIOD                                                                   1,000                     --
                                                                                    -------------        ----------------

CASH, END OF PERIOD                                                                   $     4,000                 $    -
                                                                                     ============          ==============

</TABLE>
The accompanying notes are an integral part of the consolidated financial
statements.


<PAGE>



                                                       HIA, INC. AND SUBSIDIARY

                                     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


A.       Basis for Presentation

The accompanying  unaudited consolidated financial statements have been prepared
in  accordance  with the  instructions  of Form 10-Q and do not  include all the
information and footnotes required by generally accepted  accounting  principles
for complete financial statement. In the opinion of management,  all adjustments
(consisting  of normal  recurring  adjustments)  considered  necessary  for fair
presentation have been included.  Operating results for the six months ended May
31, 2002 are not necessarily  indicative of the results that may be obtained for
the  year  ending  November  30,  2002.  These  statements  should  be  read  in
conjunction  with  the  consolidated  financial  statements  and  notes  thereto
included in the  Registration's  Form 10-K for the year ended  November 30, 2001
filed with the Securities and Exchange Commission on February 28, 2002.


B.       Net Income (Loss) Per Common Share

Statement of  Financial  Accounting  Standards  No. 128,  "Earnings  Per Share",
provides for the calculation of "Basic" and "Diluted"  earnings per share. Basic
earnings  (loss) per share  includes  no  dilution  and is  computed by dividing
income (loss) available to common stockholders by the weighted-average number of
shares  outstanding  during the period  (10,233,637  and 10,180,369 for 2002 and
2001). Diluted earnings per share reflect the potential of securities that could
share in the  earnings of the  Company,  similar to fully  diluted  earnings per
share.

For the periods ended May 31, 2002 and May 31, 2001,  total stock options in the
amount of 1,020,000 and 295,000 are not considered in the computation of diluted
earnings per share as their  inclusion would be  anti-dilutive.  Included in the
dilutive earnings per share computation are 750,000 options.


C.       Stockholders' Equity

Purchase of Treasury Stock

On October 31, 2000, the Company sent to all its stockholders a tender offer for
up to  3,000,000  shares of its common  stock for a  purchase  price of $.25 per
share. The offer expired on December 15, 2000 and on January 4, 2001, a total of
732,956  shares of common  stock were  tendered  for a total  purchase  price of
$183,239. A total of $56,677 was incurred for legal, accounting,  transfer agent
and other related costs, related to this tender offer.

During  January and  February  2001,  the Company  acquired  from  non-affiliate
stockholders 33,500 shares of its common stock at a price of $.25 per share.

On  January  1, 2001,  the Board of  Directors  granted an option to each of the
officers of the Company to purchase a total of 750,000  shares of treasury stock
at $.20 per share by December 31, 2003. The options'  exercise price was greater
than the common stock's market price at the date of grant.



On July 18, 2001,  the Board of Directors  granted  common stock  options to ten
middle and senior managers of the Company. The options totaled 460,000 shares of
which 165,000  shares of options  expired on December 31, 2001 if not subscribed
by that date. The option price was $.30 per share.  The remainder of the options
were to be exercised no later than  December 31, 2002.  As of December 31, 2001,
105,000 shares were subscribed to by the managers which meant that the remaining
60,000 options  expired as of that date.  Three senior managers were given, as a
bonus for 2001,  an additional  16,667  shares  (valued at $.30 per share) which
were granted on December  20, 2001 when the market price was $.21 per share.  As
of May 31, 2002, 270,000 options remain under this stock option offer.


Shareholders' Agreement

On February 14, 2001,  the Company and Carl J. Bentley,  Alan C. Bergold and Don
Champlin   (collectively,   the   "Shareholders")   entered   into  an   amended
Shareholders' Agreement. Upon the death of any Shareholder, the Shareholders and
the Company shall purchase, and the executor,  administrator,  surviving spouse,
or other legal  representative of the Deceased  Shareholder's  estate shall sell
the shares of common stock of the Company owned by the Deceased  shareholder  at
the time of his  death.  The  price  per  share of each  share of  common  stock
purchased upon the death of any  Shareholder  shall be the greater of nine times
the average net profit of the Company as defined in the Shareholders'  Agreement
for the prior fiscal year divided by the number of shares of common stock of the
Company  issued and  outstanding  as of the end of such fiscal year or $1.35 per
share. In order to fund the purchase of shares of common stock upon the death of
a Shareholder,  each Shareholder  purchased life insurance policies on the lives
of the other two Shareholders.  If the aggregate number of the Deceased's shares
of common stock is greater than the aggregate number of the Deceased's shares of
common stock remaining after the purchase by each of the surviving  Shareholders
for an amount  equal to the  purchase  price  multiplied  by the  number of such
remaining  shares of common  stock.  stock.  The Company  shall pay the Deceased
Shareholder's estate in 120 monthly installments with interest at 6% per year.


D.       Recent Accounting Pronouncements

In  June  2001,  the  Financial   Accounting  Standards  Board  ("FASB")  issued
Statements of Financial  Accounting  Standards  No. 141 "Business  Combinations"
("SFAS 141") and No. 142 "Goodwill and Other  Intangible  Assets"  ("SFAS 142").
SFAS 141 requires all business combinations  initiated after June 30, 2001 to be
accounted for under the purchase method. For all business combinations for which
the date of  acquisition  is  after  June 30,  2001,  SFAS 141 also  establishes
specific  criteria for the  recognition  of intangible  assets  separately  from
goodwill  and  requires   unallocated   negative  goodwill  to  be  written  off
immediately as an extraordinary  gain, rather than deferred and amortized.  SFAS
142 changes the  accounting  for goodwill and other  intangible  assets after an
acquisition.  The most significant changes made by SFAS 142 are: 1) goodwill and
intangible assets with indefinite lives will no longer be amortized; 2) goodwill
and  intangible  assets with  indefinite  lives must be tested for impairment at
least annually; and 3) the amortization period for intangible assets with finite
lives will no longer be limited to forty years. SFAS 142 is effective for fiscal
years  beginning after December 15, 2001,  with early  application  permitted in
certain  circumstances.  The Company  does not believe that the adoption of SFAS
141  will  have  a  material  effect  on  its  financial  position,  results  of
operations, or cash flows. The Company has adopted SFAS 142 in the first quarter
of the fiscal year ending November 30, 2002.


<PAGE>





In accordance with SFAS No. 142, the Company  discontinued  the  amortization of
goodwill effective December 1, 2001. Results of operations prior to the adoption
of SFAS No. 142 are not  restated.  The  following  reconciles  the reported net
income  (loss) and earnings  (loss) per share to that which would have  resulted
had SFAS No. 142 been applied to the six month period ended May 31, 2001.
<TABLE>
                                                                     May 31, 2001
<S>                                                                     <C>

         Reported net loss                                             ($562,000)
         Add:  Goodwill amortization, net of tax                          77,000
                                                                     ------------

         Adjusted net loss                                             ($485,000)
                                                                       ==========

         Reported basic loss per share                                   ($  .06)
         Add:  Goodwill amortization, net of tax, per basic share            .01
                                                                    -------------

         Adjusted basic loss per share                                   ($  .05)
</TABLE>

In June 2001,  the FASB also  approved for issuance  SFAS 143 "Asset  Retirement
Obligations."  SFAS  143  establishes  accounting  requirements  for  retirement
obligations associated with tangible long-lived assets, including (1) the timing
of the liability  recognition,  (2) initial  measurement of the  liability,  (3)
allocation of asset  retirement cost to expense,  (4) subsequent  measurement of
the liability and (5) financial statement disclosures. SFAS 143 requires that an
asset  retirement  cost should be capitalized as part of the cost of the related
long-lived  asset and  subsequently  allocated to expense using a systematic and
rational  method.  The Company will adopt the statement  effective no later than
January 1, 2003,  as required.  The  transition  adjustment  resulting  from the
adoption  of SFAS 143 will be  reported  as a  cumulative  effect of a change in
accounting  principle.  The Company  does not believe  that the adoption of this
statement  will have a material  effect on its  financial  position,  results of
operations, or cash flows.

In October 2001, the FASB also approved SFAS 144,  Accounting for the Impairment
or Disposal of Long-Lived Assets. SFAS 144 replaces SFAS 121, Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed Of. The
new accounting model for long-lived  assets to be disposed of by sale applies to
all  long-lived  assets,  including  discontinued  operations,  and replaces the
provisions of APB Opinion No. 30, Reporting Results of Operations-Reporting  the
Effects of Disposal of a Segment of a Business,  for the disposal of segments of
a business.  Statement 144 requires that those long-lived  assets be measured at
the lower of carrying amount or fair value less cost to sell,  whether  reported
in continuing operations or in discontinued operations.  Therefore, discontinued
operations will no longer be measured at net realizable value or include amounts
for operating losses that have not yet occurred. Statement 144 also broadens the
reporting of discontinued operations to include all components of an entity with
operations that can be  distinguished  from the rest of the entity and that will
be  eliminated  from  the  ongoing  operations  of  the  entity  in  a  disposal
transaction.  The  provisions  of  Statement  144 are  effective  for  financial
statements  issued for fiscal  years  beginning  after  December  15,  2001 and,
generally,  are to be applied  prospectively.  The Company does not believe that
the  adoption of this  statement  will have a material  effect on its  financial
position, results of operations, or cash flows.



E.       Supplemental Disclosure of Cash Flow Information

Cash payments for interest were $116,000 and $220,000 for the six months ended
May 31, 2002 and 2001. Cash payments for income taxes were $108,000 and $147,000
for the six months ended May 31, 2002 and 2001.



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

Liquidity and Capital Resources

The net cash used in  operating  activities  decreased  by  $48,000  for the six
months  ended May 31, 2002 as compared  the six months ended May 31, 2001 due to
the increase in accounts receivable of $1,068,000 and an increase in inventories
of  $1,013,000  substantially  offset by an  increase  in  accounts  payable  of
$1,170,000,  the increase in other current assets of $150,000,  and the increase
in cash provided by operations of $831,000. The increase in accounts receivables
were primarily due to higher sales volume in May 2002 as compared to May 2001 of
$803,000.  The increase in  inventories  was primarily due to a 14% higher sales
volume  during the 2nd  quarter of 2002 as  compared to the 2nd quarter of 2001.
The  increase  of  accounts  payable  was  due  primarily  to  the  increase  in
inventories.  The  increase in other  current  assets was  primarily  due to the
decrease in prepaid income taxes of $147,000.

The net cash used in  investing  activities  increased by $12,000 as a result of
the  increase of $12,000 in  purchases  of fixed assets for the six months ended
May 31, 2002 as compared to the similar six months in the prior year.

The net  decrease  in cash  provided  by  financing  activities  of $33,000  was
primarily due to the decrease in net  borrowings to the bank of $298,000  offset
substantially  by the  increase  in checks  written  in excess  of  deposits  of
$112,000 and the net purchase in treasury stock of $146,000. The decrease in net
borrowings to the bank was primarily due to the increase in net cash provided by
operations.

The purchase of treasury  stock was a result of the tender offer sent to all its
shareholders on October 31, 2000 for up to 3,000,000  shares of its common stock
for a purchase  price of $.25 per share.  The offer expired on December 15, 2000
and on January 4, 2001, a total of 732,956  shares of common stock were tendered
for a total purchase  price of $183,239.  A total of  approximately  $57,000 was
incurred for legal, accounting,  transfer agent and other related costs, related
to this tender offer. In addition, during January and February 2001, the Company
acquired from non-affiliate  stockholders 33,500 shares of its common stock at a
price of $.25 per share.

On July 18, 2001,  the Board of Directors  granted  common stock  options to ten
middle and senior managers of the Company. The options totaled 460,000 shares of
which 165,000  shares of options  expired on December 31, 2001 if not subscribed
by that date. The option price was $.30 per share.  The remainder of the options
were to be exercised no later than  December 31, 2002.  As of December 31, 2001,
105,000 shares were subscribed to by the managers which meant that the remaining
60,000 options  expired as of that date.  Three senior managers were given, as a
bonus for 2001,  an additional  16,667  shares  (valued at $.30 per share) which
were granted on December  20, 2001 when the market price was $.21 per share.  As
of February 28, 2002, 270,000 options remain under this stock option offer.


The following is a summary of working capital and current ratio for the periods
presented:
<TABLE>

                                                                  May 31, 2002                   November 30, 2001
                                                                  ------------                   -----------------
<S>                                                     <C>                                  <C>
         Working Capital                                $3,960,000                              $3,862,000
         Current Ratio                                   1.45 to 1                               2.08 to 1
</TABLE>

The Company's  working capital  increased by $98,000 during the six months ended
May 31,  2002 as compared to  November  30,  2001  primarily  as a result of the
$212,000 net income.  Management  believes that the present  working  capital is
adequate to conduct its present operations.  The Company does not anticipate any
additional  material  capital  expenditures for fiscal 2002. As of May 31, 2002,
the Company and its subsidiary have an available  line-of-credit  of $5,000,000.
As of May 31, 2002,  $2,235,000 is unused under the line of credit.  The line of
credit expires on December 31, 2002.  The  line-of-credit  agreement  limits the
payment of dividends by CPS Distributors,  inc. and its subsidiaries  ("CPS") to
HIA, Inc. CPS is the  wholly-owned  subsidiary  of HIA, Inc. The  line-of-credit
agreement  also limits the payment of any expenses of HIA, Inc. by CPS in excess
of $50,000 during any  twelve-month  period.  This  restriction  does not have a
significant  impact on HIA,  Inc.'s  ability  to meet its cash needs as its cash
needs are minimal.  On June 12, 2001,  the Company  executed an amendment to the
loan agreement  with Wells Fargo Bank regarding a change in the debt  covenants.
The bank agreed to waive the minimum debt  service  covenant for the 1st and 2nd
quarters  of  fiscal  2001  and  decrease  the  covenant  restriction's  for the
remainder of the term of the agreement.

The decrease in the current ratio as of May 31, 2002 as compared to November 30,
2001 is primarily  attributable to the relative  increase in accounts payable of
$4,110,000,  an increase in checks written in excess of deposits of $287,000 and
the  increase in bank  borrowings  of  $950,000  as compared to the  increase in
accounts receivable of $2,646,000 and the increase in inventories of $2,845,000.

Income Taxes

As of May 31,  2002,  the Company has  recorded a current net deferred tax asset
totaling  $151,000 and has recorded a noncurrent net deferred tax asset totaling
$36,000.  Based upon the  Company's  recent  history  of taxable  income and its
projections for future earnings, management believes that it is more likely than
not that sufficient taxable income will be generated in the near term to utilize
the net deferred tax assets.



<PAGE>



Results of Operations

Three Months Ended May 31, 2002 Compared to Three Months Ended May 31, 2001.

Net sales for the three months ended May 31, 2002 were up $1,320,000 as compared
to May 31, 2001 primarily due to the favorable weather conditions experienced in
the 2nd quarter of fiscal 2002 as compared to the inclement  weather  during the
2nd quarter of fiscal 2001.

Cost of Sales  were up  $621,000  for the three  months  ended  May 31,  2002 as
compared to the three months  ended May 31,  2001.  $329,000 of the increase was
attributable to the increase in sales.

Gross profit was 32.1% during the three months ended May 31, 2002 as compared to
29.1% during the three months ended May 31, 2001 an increase of 3%. The increase
was due to the  combination  of better  pricing from vendors and more  selective
pricing on slower moving items of inventory to customers.

Selling,  general and administrative expenses for the three months ended May 31,
2002 is comparable to the same period in the prior year.

Other  expenses  decreased by $73,000 for the three months ended May 31, 2002 as
compared to the three months ended May 31, 2001 primarily due to the decrease in
interest  expense of $57,000  which was a direct  result of the reduction of the
prime rate of interest.

Net  income  increased  $303,000  for the three  months  ended  May 31,  2002 as
compared to the three months ended May 31, 2001 primarily due to the increase in
gross profit of $699,000  substantially  offset by the increase in income tax of
$414,000.



Six Months Ended May 31, 2002 Compared to Six Months Ended May 31, 2001.

Net sales  increased  by  $1,266,000  for the six months  ended May 31,  2002 as
compared to May 31, 2001 primarily as a result of the increased sales in the 2nd
quarter of fiscal 2002 as compared to the 2nd quarter of fiscal 2001.

Cost of Sales  increased  by $653,000  for the six months  ended May 31, 2002 as
compared  to May 31,  2001  primarily  as a result of the  relative  cost of the
additional  sales generated in the 2nd quarter of fiscal 2002 as compared to the
2nd quarter of fiscal 2001. The company  recorded a reserve for obsolescence and
shrinkage  in the amount of  $132,000 to record  inventory  which may have to be
returned to the vendors or sold at greatly  reduced  prices by year end in order
to liquidate slow and non-moving inventory.  This amount is included in the cost
of sales for the six months ended May 31, 2002.

Gross profit was 31.3% during the three months ended May 31, 2002 as compared to
29.6% during the six months ended May 31, 2001 an increase of 1.7%. The increase
was due to the combination of better pricing from vendors and more selective
pricing on slower moving items of inventory to customers.

Selling,  general and  administrative  expenses decreased by $194,000 during the
six months ended May 31, 2002 as compared to May 31, 2001  primarily  due to the
decrease of amortization  expense of $76,000 which was a result of the cessation
of recording amortization of goodwill beginning December 1, 2001.


<PAGE>



Other expenses  decreased by $91,000 during the six months ended May 31, 2002 as
compared to May 31, 2001 primarily due to the reduction of interest expense. The
decrease  was  attributable  to the average  interest  rate of 4.56% for the six
months ended May 31, 2002 as compared to the average  interest rate of 7.95% for
the six months ended May 31, 2001 and the lower average  line-of-credit  balance
of $2,103,000  for the first six months of fiscal 2002 as compared to $3,337,000
for the first six months of fiscal 2001.

Net income increased  $774,000 for the six months ended May 31, 2002 as compared
to the six months  ended May 31,  2001  primarily  due to the  increase in gross
profit of  $613,000  and a  decrease  in  selling,  general  and  administrative
expenses of $194,000.



Item 3.  Quantitative and Qualitative Disclosures About Market Risk

The  Company is exposed to market risk  through  interest  rates  related to its
investment  of current  cash and cash  equivalents.  These  funds are  generally
highly liquid with  short-term  maturities,  and the related  market risk is not
considered material.  The Company's note payable to bank has a variable interest
rate. A 10% increase in short-term interest rates on the note payable to bank of
$2,103,000 would increase the Company's yearly interest expense by approximately
$11,000,  assuming  borrowed amounts remain  outstanding at current levels.  The
Company's  management  believes that  fluctuation  in interest rates in the near
term will not materially affect the Company's  consolidated  operating  results,
financial position or cash flow.





<PAGE>




                                     Part II


Item     1.       Legal Proceedings

                  NONE

Item     2.       Changes in Securities and Use of Proceeds

                  NONE

Item     3.       Defaults Upon Senior Securities

                  NONE

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

                  NONE

Item     5.       Other Information

                  NONE

Item    6.        Exhibits and Reports on Form 8-K

                  NONE




<PAGE>








                                   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 hereunto duly authorized.

                                           HIA, INC.





Date: July 12, 2002                     By: Alan C. Bergold
                                            Alan C. Bergold
                                            Chief Financial Officer &
                                            President