U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                  FORM 10-QSB/A

                                 AMENDMENT NO. 1


[X]     QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 for the quarterly period ended March 31, 2002

[ ]     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 for the transition period from _______ to _______


                           NATIONAL BEAUTY CORPORATION
                           ---------------------------
        (Exact name of small business issuer as specified in its charter)

                            BEAUTYMERCHANT.COM, INC.
                            ------------------------
                           (Former name of registrant)

          Nevada                                        13-3422912
     -----------                                        ----------
(State or other jurisdiction of                       (IRS Employer
incorporation or organization)                      identification No.)


           4818 W. Commercial Boulevard, Ft. Lauderdale, Florida 33319
           -----------------------------------------------------------
                    (Address of principal executive offices)

                                 (954) 717-8680
                                 --------------
                           (Issuer's telephone number)



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 [x] No [  ]

Number of shares of common stock outstanding as of
May 14, 2002: 3,748,362

Number of shares of preferred stock outstanding as of
May 14, 2002: 750,000








                              INDEX TO FORM 10-QSB
                              --------------------

                                                                       Page No.
                                                                       --------
PART I
------

Item 1.     Financial Statements

     Consolidated Balance Sheets - March 31, 2002 and December 31, 2001     2-3

     Consolidated Statements of Operations - Three Months Ended
     March 31, 2002 and 2001                                                 4

     Consolidated Statements of Cash Flows - Three Months Ended
     March 31, 2002 and 2001                                                 5

     Notes to Consolidated Financial Statements                            6-7

Item 2.   Management's Discussion and Analysis of Financial Condition
          And Results of Operations                                       8-11

PART II
-------

Item 1.     Legal Proceedings                                               11

Item 2.     Changes in Securities                                           11

Item 3.     Defaults Upon Senior Securities                                 12

Item 4.     Submission of Matters to a Vote of Security Holders             12

Item 5.     Other Information                                               12

Item 6.     Exhibits and Reports on Form 8-K                                12

SIGNATURES                                                                  12






















<TABLE>
<CAPTION>


                   NATIONAL BEAUTY CORPORATION & SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                   AS OF MARCH 31, 2002 AND DECEMBER 31, 2001

<S>                        <C>               <C>
                             (Unaudited)
ASSETS                      March 31, 2002    Dec. 31, 2001
-------------------------
CURRENT ASSETS:
-------------------------
Cash and cash equivalents  $         6,154   $       11,001
Accounts receivable . . .              132              903
Marketable securities . .            1,500            1,743
Inventory . . . . . . . .            4,087            1,700
Prepaid expenses. . . . .          114,825           90,000
TOTAL CURRENT ASSETS. . .          126,698          105,347
                           ----------------  ---------------

FIXED ASSETS
-------------------------
Furniture . . . . . . . .           21,616           21,616
Leasehold improvements. .            3,500            3,500
Equipment . . . . . . . .           34,985           34,985
Accumulated depreciation.          (36,361)         (35,361)
NET FIXED ASSETS. . . . .           23,740           24,740
                           ----------------  ---------------

OTHER ASSETS:
-------------------------
Deposits. . . . . . . . .            6,656            6,656
TOTAL OTHER ASSETS. . . .            6,656            6,656
                           ----------------  ---------------

TOTAL ASSETS. . . . . . .  $       157,094   $      136,743
                           ----------------  ---------------

</TABLE>





<TABLE>
<CAPTION>


                             NATIONAL BEAUTY CORPORATION & SUBSIDIARIES
                               CONSOLIDATED BALANCE SHEETS (CONTINUED)
                             AS OF MARCH 31, 2002 AND DECEMBER 31, 2001


                                                                     (Unaudited)
LIABILITIES AND STOCKHOLDERS' EQUITY                                March 31, 2002    Dec. 31, 2001
-----------------------------------------------------------------
<S>                                                                <C>               <C>
CURRENT LIABILITIES
-----------------------------------------------------------------
Accounts payable and accrued expenses . . . . . . . . . . . . . .  $         2,230   $        2,230
Outstanding checks in excess of bank balance. . . . . . . . . . .            1,067           11,664
Current portion of capitalized lease obligation . . . . . . . . .            1,594            2,313
TOTAL CURRENT LIABILITIES . . . . . . . . . . . . . . . . . . . .            4,891           16,207
                                                                   ----------------  ---------------

STOCKHOLDERS' EQUITY
-----------------------------------------------------------------
Common stock ($.001 par value, 100,000,000 shares authorized;
3,736,362 and 1,466,362 issued and outstanding at March 31, 2002
and December 31, 2001, respectively). . . . . . . . . . . . . . .            3,736            1,466
Convertible preferred stock ($.001 par value; 50,000,000 shares
authorized, 750,000 and 950,000 shares issued and outstanding at
March 31, 2002 and December 31, 2001, respectively) . . . . . . .              750              950
Additional paid in capital. . . . . . . . . . . . . . . . . . . .        1,466,480        1,402,450
Retained deficit. . . . . . . . . . . . . . . . . . . . . . . . .       (1,318,763)      (1,284,330)
TOTAL STOCKHOLDERS' EQUITY. . . . . . . . . . . . . . . . . . . .          152,203          120,536
                                                                   ----------------  ---------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY. . . . . . . . . . . .  $       157,094   $      136,743
                                                                   ----------------  ---------------

</TABLE>






<TABLE>
<CAPTION>


                   NATIONAL BEAUTY CORPORATION & SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
               FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001


<S>                                              <C>          <C>
                                                       2002          2001
REVENUES:
-----------------------------------------------
Sales . . . . . . . . . . . . . . . . . . . . .  $  145,256   $    87,287
Cost of Sales . . . . . . . . . . . . . . . . .     (68,544)      (60,731)
GROSS PROFIT. . . . . . . . . . . . . . . . . .      76,712        26,556
                                                 -----------  ------------

EXPENSES:
-----------------------------------------------
Advertising . . . . . . . . . . . . . . . . . .       6,471        13,511
Automobile. . . . . . . . . . . . . . . . . . .         283         3,259
Bank service charges. . . . . . . . . . . . . .       1,099         1,170
Consulting. . . . . . . . . . . . . . . . . . .      37,500         3,245
Depreciation. . . . . . . . . . . . . . . . . .       1,000           800
Insurance . . . . . . . . . . . . . . . . . . .       1,141         5,544
Office expenses . . . . . . . . . . . . . . . .       2,180         2,221
Payroll . . . . . . . . . . . . . . . . . . . .      20,445           -0-
Professional fees . . . . . . . . . . . . . . .      13,970         1,375
Public trading. . . . . . . . . . . . . . . . .       1,315           -0-
Rent. . . . . . . . . . . . . . . . . . . . . .      15,166         6,771
Repairs & maintenance . . . . . . . . . . . . .         106            60
Taxes & licenses. . . . . . . . . . . . . . . .       6,871         1,425
Telephone . . . . . . . . . . . . . . . . . . .       1,988         2,508
Travel. . . . . . . . . . . . . . . . . . . . .         -0-           460
Utilities . . . . . . . . . . . . . . . . . . .       1,367           129
TOTAL EXPENSES. . . . . . . . . . . . . . . . .     110,902        42,478
                                                 -----------  ------------

OPERATING (LOSS). . . . . . . . . . . . . . . .  $  (34,190)  $   (15,922)
                                                 -----------  ------------
OTHER (EXPENSE):
-----------------------------------------------
Unrealized loss on trading securities . . . . .        (243)      (29,500)
Interest Expense. . . . . . . . . . . . . . . .         -0-           -0-
                                                 -----------  ------------
NET (LOSS). . . . . . . . . . . . . . . . . . .  $  (34,433)  $   (45,422)
                                                 -----------  ------------
  Net (Loss) per Share -
  basic and fully diluted . . . . . . . . . . .      ($0.01)  $        **
                                                 ===========  ============
  Weighted Average Shares . . . . . . . . . . .   2,583,862    11,706,701
                                                 ===========  ============
** Less than $.01
See accompanying notes to financial statements
</TABLE>







<TABLE>
<CAPTION>


                             NATIONAL BEAUTY CORPORATION & SUBSIDIARIES
                         CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
                         FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001



<S>                                                                            <C>        <C>
                                                                                   2002       2001
CASH FLOWS FROM OPERATING ACTIVITIES:
-----------------------------------------------------------------------------
Net loss. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $(34,433)  $(45,422)
Adjustments to reconcile net loss to net cash (used in) operating activities:
Depreciation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     1,000        800
Common stock issued for services. . . . . . . . . . . . . . . . . . . . . . .    66,100      3,245
Unrealized loss on trading securities . . . . . . . . . . . . . . . . . . . .       243     29,500
(Increase) decrease in operating assets:
Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       771       (245)
Inventory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    (2,387)      (289)
Prepaid expenses. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   (24,825)       -0-
Deposits. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       -0-        -0-
(Decrease) in outstanding checks in excess of bank balance. . . . . . . . . .   (10,597)       -0-
NET CASH (USED IN) OPERATING ACTIVITIES . . . . . . . . . . . . . . . . . . .    (4,128)   (12,411)
                                                                               ---------  ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
-----------------------------------------------------------------------------
Expenditures for leaseholds and equipment . . . . . . . . . . . . . . . . . .       -0-        -0-
NET CASH USED IN INVESTING ACTIVITIES . . . . . . . . . . . . . . . . . . . .       -0-        -0-
                                                                               ---------  ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
-----------------------------------------------------------------------------
Repayment of shareholder loan receivable. . . . . . . . . . . . . . . . . . .       -0-      6,013
Principal repayments under capitalized lease. . . . . . . . . . . . . . . . .      (719)      (625)
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES. . . . . . . . . . . . . . .      (719)     5,388
                                                                               ---------  ---------
NET (DECREASE) IN CASH AND CASH EQUIVALENTS . . . . . . . . . . . . . . . . .    (4,847)    (7,023)
                                                                               ---------  ---------
CASH AND CASH EQUIVALENTS,
BEGINNING OF THE YEAR . . . . . . . . . . . . . . . . . . . . . . . . . . . .    11,001     56,191
                                                                               ---------  ---------
END OF THE PERIOD . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $  6,154   $ 49,168
                                                                               ---------  ---------
SUPPLEMENTARY CASH FLOW INFORMATION
-----------------------------------------------------------------------------
OF NON-CASH FINANCING:
-----------------------------------------------------------------------------
Common stock issued for services. . . . . . . . . . . . . . . . . . . . . . .  $ 66,100   $  3,245
                                                                               ---------  ---------

</TABLE>



                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                   ------------------------------------------
                   NATIONAL BEAUTY CORPORATION & SUBSIDIARIES
                           March 31, 2002 (UNAUDITED)


ITEM 1.
-------

NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information  and  pursuant  to  the  rules  and  regulations  of  the
Securities  and Exchange Commission. Accordingly, they do not include all of the
information  and  footnotes required by generally accepted accounting principles
for  complete  financial  statements.

In  the  opinion  of  management, the unaudited condensed consolidated financial
statements  contain all adjustments consisting only of normal recurring accruals
considered necessary to present fairly the Company's financial position at March
31,  2002,  the results of operations for the three month period ended March 31,
2002  and  2001,  and  cash  flows for the three months ended March 31, 2002 and
2001.  The  results  for  the  period  ended March 31, 2002, are not necessarily
indicative  of  the  results  to  be  expected for the entire fiscal year ending
December  31,  2002.

NOTE  2  -  EARNINGS  (LOSS)  PER  SHARE

The following represents the calculation of earnings (loss) per share:

                              Three                   Three
                              Months  Ended           Months  Ended
BASIC & FULLY DILUTED*        March 31, 2002          March 31, 2001
---------------------         --------------          --------------
Net Loss                      $     (34,433)          $     (45,422)

Less- preferred stock dividends         -0-                     -0-
                               ------------           --------------

Net Loss                      $     (34,433)          $     (45,422)

Weighted average number
of common shares                  2,583,862              11,706,701
                               -------------          --------------

Basic & Fully Diluted*
loss per share                $       (.01)           $          **
                              ==============          ===============


*  The Company had no common stock equivalents during the periods presented
** Less than $(0.01)








ITEM  2.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATION
--------

In  connection  with  the  Safe  Harbor  Provisions  of  the  Private Securities
Litigation Reform Act of 1995 (the "Reform Act"), National Beauty Corporation is
hereby  providing cautionary statements identifying important factors that could
cause  our  actual  results to differ materially from those projected in forward
looking  statements  (as  such  term  is defined in the Reform Act) made in this
quarterly  Report  on  Form  10-QSB.  Any  statements  that  express, or involve
discussions  as  to,  expectations,  beliefs,  plans, objectives, assumptions or
future events or performance (often, but not always, through the use of words or
phrases  such  as  "likely will result," "are expected to," "will continue," "is
anticipated,"  "estimated,"  "intends,"  "plans"  and  "projection")  are  not
historical facts and may be forward looking statements and involve estimates and
uncertainties  which  could cause actual results to differ materially from those
expresses  in  the  forward looking statements. Accordingly, any such statements
are  qualified  in  their  entirety by reference to, and are accompanied by, the
following  key  factors that have a direct bearing on our results of operations:
the  absence  of  contracts with customers or suppliers; our ability to maintain
and  develop  relationships  with  customers  and  suppliers;  our  ability  to
successfully  integrate  acquired  businesses  or  new  brands;  the  impact  of
competitive products and pricing; supply constraints or difficulties; changes in
the  retail  and  beauty  industries;  the  retention  and  availability  of key
personnel;  and  general  economic  and  business  conditions.

We  caution  that  the  factors  described  herein could cause actual results to
differ  materially  from  those  expressed in any forward-looking statements and
that  the  investors should not place undue reliance on any such forward-looking
statements. Further, any forward-looking statement speaks only as of the date on
which  such  statement  is  made,  and  we undertake no obligation to update any
forward-looking  statement  to reflect events or circumstances after the date on
which  such  statement  is  made  or  to reflect the occurrence of unanticipated
events  or  circumstances.

New  factors  emerge from time to time, and it is not possible for us to predict
all  such  factors.  Further, we cannot assess the impact of each such factor on
our  results  of operations or the extent to which any factor, or combination of
factors,  may  cause actual results to differ materially from those contained in
any  forward-looking  statements.

General  Description  of  Business
----------------------------------

National  Beauty  Corporation is comprised of its two wholly owned subsidiaries:
BeautyWorks  U.S.A.,  Inc. and Cleaning Express U.S.A., Inc. Our objective is to
enhance  and  further  brand  itself  as:  (a) a shopping destination for beauty
products,  fragrances  and  accessories; (b) a beauty services provider. Through
the  collective  efforts  of  its  subsidiaries,  we  seek  to:
-     Build  our  customer base as a one-stop provider for discounted name-brand
      beauty  products  and  cosmetics;
-     Enhance its brand name reputation of offering convenient, competitive
      pricing and participation in special promotions;
-     Expand its business concept by acquiring beauty salons with established
      customer bases;

We  plan  to  accomplish  the  foregoing  by:
     Billboard,  radio,  television  and  newspaper  advertising;
     Free product samples of ALISHA hair products;
     Attempting to acquire existing beauty service salons by August 2002;
     Seeking to enter into marketing relationships with National advertising
     agencies to establish concept branding strategies;
     Attempting to market its concept, "We Sell Beauty for Less", on a national
     basis.

Products  and  Geographic  Expansion

We  intend  to  expand  our  service  businesses  in the Florida area by opening
approximately one additional retail storefront under our BeautyWorks U.S.A. name
during  2002.  We are also exploring the possibility of opening up approximately
one additional BeautyWorks U.S.A. store in the Las Vegas, Nevada during 2002. We
began  our  retail  sales  operations  in  early 2000 and will attempt to expand
product  sales  on  a  continual  basis.

Additional  Risk  Factor

National  Beauty  Corporation,  a  Nevada  corporation,  has a limited operating
history  in  its  operations,  which  began  in  the  first  quarter  of  2000.
Accordingly,  you  have little or no information upon which to evaluate National
Beauty Corporation's future business, prospects, and revenues. In addition, as a
new  sales  company,  we  face  intense  competition.  In addition, there are no
assurances  that  we  will  be  successful  in overcoming the following changes:
-     Whether  we  will  be  able  to  retain  existing customers or attract new
      customers;
-     Whether we will be able to respond to changing customer demands;
-     Whether we will have adequate systems in place to fulfill all customer
      orders;
-     Whether we will be able to acquire additional sources for merchandise at
      discounted prices;
-     Whether we will maintain and increase sufficient website traffic;
-     Whether we will be able to obtain additional equity or debt financing;
-     Whether we will be competitive in its core businesses;
-     Whether we will successfully locate and acquire existing beauty operations
      for BeautyWorks U.S.A.

Our  principal  suppliers  are  non-retail  wholesale  distributors.

We  plan  to  add  at  least 2 employees during the next 12 months to our retail
operations.  If we acquire any beauty salons with existing operations additional
staff  will  be  added  to  operate these businesses relative to the size of the
operation;  however, at this time we are unable to determine how many additional
employees will be required. The three employees that are presently on staff will
manage  new  employees.

Recent  Acquisition

During  the  second quarter of 2001, we acquired a full service salon located in
Boca  Raton,  Florida.  This  beauty  salon currently employs approximately nine
workers  and offers hair, nails and skin treatments to local customers.  This is
our first acquisition in our recent salon 'roll-up' strategy. We plan to acquire
two  additional  salons during the fourth quarter of 2002; however, there are no
assurances  that  it  will  be  successful  in  these  plans.

Additional  Financing

We  may need to raise additional funds to meet future operating requirements. If
we  raise  additional  funds through issuance of equity or debt securities, such
securities  may have rights to our common stock, such as warrants or options. In
addition,  shareholders  may  experience  additional  dilution from issuance and
exercise  of  equity  or  debt  securities  or warrants or options. There are no
assurances  that  we  will  be  able  to  obtain  additional  financing  or that
additional  financing  will  be  available  at  all.

Cleaning Express USA.Cleaning Express USA.  Our operations include home cleaning
services  that  emphasize  budget  pricing.  We  currently  operate one Cleaning
Express  USA  office  in Tamarac, Florida and dispatch 40-50 workers in teams of
two  workers  on  a daily basis. The present geographic area in which we operate
includes  the  Broward  and  South  Palm  Beach  County  areas of South Florida.

Marketing  for  our home cleaning services include print advertising, television
and radio commercials, and a referral program that rewards customers with future
discounts  for  client  referrals.

The home cleaning industry is highly competitive with respect to price, service,
quality  and location.  There are numerous, well-established, larger competitors
in  the  home  cleaning  industry  possessing  substantially  greater financial,
marketing, personnel and other resources than us. There can be no assurance that
we  will  be  able  to  respond  to  various  competitive  factors affecting the
business. We will attempt to compete with its home cleaning industry competitors
by  offering  quality service at a low price. We plan to further expand in South
Florida  by  continuing  its  current  marketing  strategy.

The  primary  markets  for  Cleaning  Express  USA are individual households. No
single  customer  now makes up or is expected in future to make up more than ten
percent  of the total revenues of Cleaning Express USA. Cleaning Express USA has
three  full  time  employees  and  contracts  with  40-50  workers that are each
independently  contracted  with us to service and provide home cleaning services
to  existing  and  new  customers.

BeautyWorks  U.S.A.,  Inc.  We  announced  that  we expanded our business into a
prototype  store offering beauty retailing and beauty services hair styling, and
nail  services  at  affordable  pricing.  We  plan to open two retail 'brick and
mortar' stores in the South Florida area. During the second quarter of 2001, the
first  retail  store  was  officially  opened  and  is presently servicing South
Florida  customers.

BeautyWorks  U.S.A  plans  to  rollup  existing  beauty stores and 'mom and pop'
salons  and  add  state of the art design and retail display areas featuring our
own  private  label  products  as  well  as  designer fragrances and perfumes at
discount  prices.

Beautyworks  will be designed to tap into the $7 billion beauty industry through
its  offering  of  personal  care  salons.  It is estimated that over 90% of all
personal  care  salons  are  closely  held, or 'mom and pop' owned and operated.
Currently, Regis Corp. (NASDAQ:RGIS) has over 6,000 salon stores and is the only
well-known  publicly traded company using this approach. Beautyworks will aim to
be  both a retailer and provider of such needed consumer services and provides a
one-stop  resource  for  professional  services on hair nails and skin care. The
Company  also  plans to offer such services as body and spa treatments, facials,
massages,  waxing,  and  tans.

We have retained the services of Neal Realty and Development of Fort Lauderdale,
Florida  to search for shopping center locations. We believe the beauty services
business  industry,  is  well  established.

Initial  plans  are for a prototype store in Broward County, Florida, as soon as
appropriate  locations  are selected. Las Vegas, Nevada is also being considered
for  a  second  development  market  for  Beautyworks  U.S.A.,  Inc.

The  beauty  services  industry  is  highly  competitive  with respect to price,
service,  and  location. As a result, the potential for failure in this industry
is  significant. There are numerous, well-established, larger competitors in the
beauty  services  industry with considerable expertise, possessing substantially
greater  financial,  marketing, personnel and other resources than us. There can
be  no  assurance that we will be able to respond to various competitive factors
affecting  the  business.

Toyworks  Usa.Com.  We established a new shopping destination toys, for children
of all ages. Both of these new Internet sites were co-developed with a strategic
partner,  that  overall  maintains  the online stores and does all inventory and
distribution,  allowing  the  company  to  handle all advertising and marketing.

We  will  attempt  to develop the Beautyworks USA and Toyworks USA concepts, and
will strive to cross market the catalogue format, offering brand name health and
beauty  products  on  Beautyworks  and popular toys on Toyworks. Each individual
e-commerce  site  is  independent of each other, but sharing the USA logo at the
end,  unifying  the  American  symbolism  in  marketing. All customer orders are
implemented  by  online  credit card, with fraud risk to the company. We offer a
secure  shopping environment with state of the art security on all transactions.

We  plan  to cross market these e-commerce sites, as the brick and mortar salons
are  regionally  and  eventually  nationwide.

In  addition,  we  plan to use in-house marketing and advertising to promote its
products.  Advertising  is  expected  to  increase  leading  into  2003.

We are actively seeking partners and compatible businesses to acquire within the
huge  beauty  services  industry.

Your  Salonappt.Com:  Plans  have  been  formulated  to  develop  and  market
"www.yoursalonappt.com",  a  consumer  to  business application service provider
(ASP).  In  the  opinion  of  management,  this  developmental  information  and
interactive  consumer  to  business  portal,  when  fully  developed will assist
thousands  of  hair,  nail, and spa customers. By providing appointment services
that  have  traditionally  made by telephone, during normal business hours, this
application  service  provider (ASP) will allow customers access, 7 days a week,
24  hours  a  day,  regardless normal business hours. In addition consumers will
have  access to information that will provide them with a registry and directory
of national salons and beauty spas. Initial development is expected to begin 2nd
quarter  2002,  with  projected  completion  later  in  the  year.  Risks  and
uncertainties  include,  but  are  not  limited  to,  consumer  spending habits,
availability  of  funds  for  project  completion, and general acceptance of new
technology  functions in the beauty service industry. The primary market will be
the  United  States,  but  could  be  extended  worldwide.


RESULTS  OF  OPERATIONS
-----------------------

Net  Income

The Company had a net loss of $(34,433), or $.01 per common share, for the three
months  ended  March 31, 2002, versus a net loss of $(45,422), or less than $.01
for  the  same period ended March 31, 2001. The change in net loss was primarily
due  to  a  decrease  in  administrative  expenses relating to the operation and
marketing  of  the  BeautyMerchant.com  online  superstore.

Sales

Revenues  increased  $57,969 or 66% to $145,256 for the three months ended March
31, 2002 as compared with $87,287 for the three months ended March 31, 2001. The
increase was primarily due to the acquisition of the salon in the second quarter
of  2001  that  generated  additional revenues. Average selling prices and gross
margins  remained  fairly  constant.

Expenses

Selling,  General,  and Administrative expenses for the three months ended March
31,  2002  increased  $68,424  to  $110,902.  In comparison with the three-month
period  ended  March  31,  2001,  consulting  and  payroll increased $34,255 and
$20,445,  respectively due to our acquisition of the salon in the second quarter
of  2001.

Liquidity  and  Capital  Resources

On  March  31, 2002, we had cash of $5,154 and working capital of $121,807. This
compares  with cash of $11,001 and working capital of $91,312 at March 31, 2001.
The increase in working capital was due to an increase in pre     paid expenses.

Net  cash  used  in  operating  activities was $4,128 for the three months ended
March 31, 2002 as compared with net cash used in operating activities of $12,411
for  the  period  ended  March 31, 2001. The decrease in cash used was primarily
attributable  to  a  decrease  in  net  loss  for  the  period.

Net  cash used in investing activities was $-0- for the three months ended March
31,  2002 as compared with net cash used in investing activities of $-0- for the
period  ended  March  31,  2001.

Net  cash  used  in financing activities totaled $719 for the three months ended
March  31,  2002  as  compared with net cash provided by financing activities of
$5,388  for  the  three  months  ended  March 31, 2001. The decrease in net cash
provided  by  financing  activities  was  primarily  due  to  the  collection of
shareholder  loan  receivable  during  2001.

PART II. OTHER INFORMATION
--------

Item 1. Legal Proceedings

None.

Item 2. Changes in Securities

During the quarter ended March 31, 2002, two of the Company's officers converted
200,000  shares  of their preferred stock into 2,000,000 shares of common stock.
Also  during  the quarter, the Company issued 125,000 shares of its common stock
to  Weed  &  Co. for legal services and 30,000 shares of its common stock to OTC
Financial  Network  for  investor  relations  for  the  Company.

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

(a) Exhibits
     3. Articles of incorporation and bylaws are incorporated by reference to
Exhibit No. 1 of Form 10-     SB filed November 1999.

(b)  Reports  on  Form  8-K

     None.

                                   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.

                                   NATIONAL BEAUTY CORPORATION
                                        (Registrant)


                                        /s/ Michael J. Bongiovanni
Date:  May 7, 2002                      __________________________
                                        Michael J. Bongiovanni
                                        Chief Financial Officer