UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   Form 10-QSB

(Mark One)
              [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

               For the quarterly period ended: September 30, 2002
                                              ---------------------

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

                        For the transition period from to
                         Commission file number 0-17304

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

          Nevada                                                11-2867201
--------------------------------------------------------------------------------
 (State or other jurisdiction                                   (IRS Employer
of incorporation or organization)                            Identification No.)

                      48 S.W. Street, Dania Beach, FL 33004
                    (Address of principal executive offices)

                                 (954) 450-2888
                            Issuer's telephone number


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


                      APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practical date: September 30, 2002 15,611,774


         Transitional Small Business Disclosure Format (check one).
Yes      ;  No   X






<PAGE>


                                     PART I


Item 1.  Financial Statements


                         INDEPENDENT ACCOUNTANT'S REPORT


CNH Holdings Company
(A Development Stage Company)


         We have  reviewed  the  accompanying  balance  sheets  of CNH  Holdings
Company (a  development  stage  company) as of September  30, 2002 and March 31,
2002 and the  related  statements  of  operations  for the  three  and six month
periods  ended  September  30,  2002 and 2001 and cash  flows  for the six month
periods ended September 30, 2002 and 2001.  These  financial  statements are the
responsibility of the Company's management.

         We conducted our review in accordance with standards established by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statement taken as a whole.
Accordingly, we do not express such an opinion.

         Based on our  review,  we are not aware of any  material  modifications
that should be made to the accompanying  financial  statements for them to be in
conformity with generally accepted accounting principles.

                                                    Respectfully submitted



                                                    /S/ ROBISON, HILL & CO.
                                                    Certified Public Accountants

Salt Lake City, Utah
October 25, 2002





<PAGE>



                              CNH HOLDINGS COMPANY
                          (A Development Stage Company)
                                 BALANCE SHEETS
<TABLE>
<CAPTION>

                                                                               September 30,         March 31,
                                                                                    2002                2002
                                                                             ------------------  ------------------
<S>                                                                          <C>                 <C>
Assets:                                                                      $                -  $                -
                                                                             ==================  ==================

Liabilities:
    Accounts Payable                                                         $            2,295  $              580
    Shareholder Loan                                                                      6,304               5,265
                                                                             ------------------  ------------------

     Total Liabilities                                                                    8,599               5,845
                                                                             ------------------  ------------------

Stockholders' Equity:
  Common Stock, Par value $.001
     Authorized 50,000,000 shares,
     Issued 15,611,774 shares at September 30, 2002 and
     March 31, 2002                                                                      15,612              15,612
  Paid-In Capital                                                                       193,735             193,735
  Retained Deficit                                                                         (400)               (400)
  Deficit Accumulated During the Development Stage                                     (217,546)           (214,792)
                                                                             ------------------  ------------------

     Total Stockholders' Equity                                                          (8,599)             (5,845)
                                                                             ------------------  ------------------

     Total Liabilities and
       Stockholders' Equity                                                  $                -  $                -
                                                                             ==================  ==================
</TABLE>















                 See accompanying notes and accountants' report.



<PAGE>

                              CNH HOLDINGS COMPANY
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>


                                                                                                 Cumulative
                                                                                                    since
                                                                                                 January 1,
                                  For the Three Months              For the Six Months              1992
                                         Ended                            Ended                 Inception of
                                     September 30,                    September 30,              Development
                            -------------------------------- --------------------------------
                                 2002             2001            2002             2001             Stage
                            --------------- ---------------- --------------- ---------------- -----------------

<S>                         <C>             <C>              <C>             <C>              <C>
Revenues                    $             - $              - $             - $              - $               -
                            --------------- ---------------- --------------- ---------------- -----------------

Expenses
  General & Admin.                    2,512            3,850           2,754            3,940           217,546
                            --------------- ---------------- --------------- ---------------- -----------------

        Net Loss            $        (2,512)$         (3,850)$        (2,754)$         (3,940)$        (217,546)
                            =============== ================ =============== ================ =================


Basic & Diluted Loss
Per Share                   $             - $              - $             - $              -
                            =============== ================ =============== ================

</TABLE>



















                 See accompanying notes and accountants' report.



<PAGE>

                              CNH HOLDINGS COMPANY
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                                                     Cumulative
                                                                                                   since January
                                                                                                      1, 1992
                                                                For the Six Months Ended            Inception of
                                                                      September 30,                 Development
                                                          -------------------------------------
                                                                2002                2001               Stage
                                                          -----------------  ------------------  ------------------
CASH FLOWS FROM OPERATING
ACTIVITIES:
<S>                                                       <C>                <C>                 <C>
Net Loss                                                  $(2,754)           $           (3,940) $         (217,546)
Common Stock Issued for Services                                          -                   -              79,947
Increase (Decrease) in Accounts Payable                               1,715               3,850               2,295
Increase in Shareholder Loans                                         1,039                  90               6,304
                                                          -----------------  ------------------  ------------------
  Net Cash Used in operating activities                                   -                   -            (129,000)
                                                          -----------------  ------------------  ------------------

CASH FLOWS FROM INVESTING
ACTIVITIES:
Net cash provided by investing activities                                 -                   -                   -
                                                          -----------------  ------------------  ------------------

CASH FLOWS FROM FINANCING
ACTIVITIES:
Sale of common stock                                                      -                   -             129,000
Capital contributed by shareholder                                        -                   -                   -
                                                          -----------------  ------------------  ------------------
Net Cash Provided by
  Financing Activities                                                    -                   -             129,000
                                                          -----------------  ------------------  ------------------

Net (Decrease) Increase in
  Cash and Cash Equivalents                                               -                   -                   -
Cash and Cash Equivalents
  at Beginning of Period                                                  -                   -                   -
                                                          -----------------  ------------------  ------------------
Cash and Cash Equivalents
  at End of Period                                        $               -  $                -  $                -
                                                          =================  ==================  ==================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
  Interest                                                $               -  $                -  $                -
  Franchise and income taxes                              $               -  $                -  $              500

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING
ACTIVITIES: None
</TABLE>
                 See accompanying notes and accountants' report.



<PAGE>


                              CNH HOLDINGS COMPANY
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                   FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2002

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         This  summary  of  accounting  policies  for CNH  Holdings  Company  (a
development stage company) is presented to assist in understanding the Company's
financial  statements.  The accounting  policies  conform to generally  accepted
accounting  principles and have been consistently  applied in the preparation of
the financial statements.

Interim Reporting

         The unaudited financial statements as of September 30, 2002 and for the
six  month  period  then  ended  reflect,  in the  opinion  of  management,  all
adjustments  (which  include  only normal  recurring  adjustments)  necessary to
fairly state the financial  position and results of operations for the three and
six months. Operating results for interim periods are not necessarily indicative
of the results which can be expected for full years.

Organization and Basis of Presentation

         I.S.B.C.  Corp.  was  incorporated  in Delaware on April 15,  1987.  On
January 29, 1988, I.S.B.C. Corp. completed a public offering of 800,000 units at
a price of $.50 per unit,  consisting  of one  share of  common  stock and three
redeemable warrants. All unexercised warrants have now expired.

         On June 27, 1988,  I.S.B.C.  Corp.  exchanged  21,000,000 shares of its
common stock for all of the outstanding  shares of Coral Group, Inc.  Subsequent
to the exchange of stock,  I.S.B.C.  Corp.  changed its name to Coral Companies,
Inc.  Coral  Group,  Inc. was  incorporated  on March 12,  1984,  and  commenced
operations  in November  1984.  Coral  Group,  Inc.'s  primary  business was the
marketing of computer  hardware and  software,  as well as providing  consulting
services,  installation support,  training programs and software maintenance for
its customers.  Since the shareholders of Coral Group, Inc. owned  approximately
85% of  Coral  Companies,  Inc.,  immediately  after  the  exchange,  the  stock
exchanges was accounted for as a reverse acquisition of Coral Companies, Inc. by
Coral Group, Inc. The Company, subsequent to the acquisition of the Coral Group,
changed its name to CNH Holdings Company and changed its domicile to Nevada.

         The Company previously had outstanding a class of preferred stock which
was entitled to one vote per share,  was not  entitled to receive any  dividends
that may have been declared and had a liquidation  preference of $.02 per share.
The  preferred  stock  was  previously   converted  to  common  stock,  and  the
liquidation preference of $220,000 was reclassified from preferred stockholders'
equity to common stockholders' equity.





<PAGE>


                              CNH HOLDINGS COMPANY
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                   FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2002

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Organization and Basis of Presentation (Continued)
--------------------------------------

         On May 30,  1996,  the Company  effected a reverse 1 for 1,000  capital
share split. Concurrently,  the authorized number of common shares was increased
to 10,000,000,  $.001 par value per share and 1,000,000  preferred shares,  $.01
par value. After the split, there were 400,000 common shares outstanding.

         On  December  9,  1997,  the  Company  entered  into  a  reorganization
agreement  (DRC  Reorganization  Agreement)  with  GNC  Corporation,   a  Nevada
corporation  (GNC),  and the sole  shareholder  of GNC, that being DRC,  Inc., a
Nevada  corporation (DRC) pursuant to which the Company agreed to acquire all of
the outstanding proprietary interest of GNC in a share-for-share  exchange which
subsequently  resulted in GNC becoming a wholly-owned  subsidiary of the Company
and DRC  acquiring  control of the  company  through  its share  ownership.  The
acquisition  was  rescinded  due to the  failure of GNC and DRC to  deliver  the
required financial statements.

         On June 15, 1998, the Company  acquired  Southport  Environmental  in a
share for share exchange, which resulted in the Company issuing 6,000,000 common
shares and 200,000 preferred shares. Concurrent with the acquisition there was a
change  in  control  and  management  of  the  company.   This  acquisition  was
subsequently  rescinded  on June 27,  2000,  by the  Federal  District  Court in
Houston,  Texas. The Court formally  rescinded the SEDI acquisition,  as well as
another  acquisition and the formation of a subsidiary,  all of which reportedly
took place in fiscal 2000. The Court also rescinded all actions of the board and
executive  officers of the Company from June 14, 1998,  through  April 19, 2000,
and put the Company in the position  which it occupied at June 14,  1998,  as if
none of the actions  which had  occurred  since that time had  transpired.  As a
result,  the Company had no assets and no  liabilities  at March 31,  2000.  The
Court also  required the return of 6,711,501  shares of common stock to treasury
by affiliates of SEDI, including 5,020,000 issued in the SEDI acquisition.

         Since January 1, 1992 the Company is in the development  stage, and has
not commenced planned principal operations.

Nature of Business

         The Company has no products or services as of September  30, 2002.  The
Company was organized as a vehicle to seek merger or acquisition candidates. The
Company intends to acquire interests in various business opportunities, which in
the opinion of management will provide a profit to the Company.



<PAGE>

                              CNH HOLDINGS COMPANY
                          (A Development Stage Company)
                   FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2002
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Cash and Cash Equivalents

         For purposes of the statement of cash flows, the Company  considers all
highly liquid debt instruments purchased with a maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.

Loss per Share

         The  reconciliations  of the numerators and  denominators  of the basic
loss per share computations are as follows:
<TABLE>
<CAPTION>
                                                                                                     Per-Share
                                                              Income              Shares               Amount
                                                              ------              ------               ------
                                                           (Numerator)         (Denominator)

                                                               For the Three Months Ended September 30, 2002
Basic Loss per Share
<S>                                                     <C>                          <C>         <C>
Loss to common shareholders                             $           (2,512)          15,611,774  $                -
                                                        ==================  ===================  ==================

                                                               For the Three Months Ended September 30, 2001
Basic Loss per Share
Loss to common shareholders                             $           (3,850)          15,611,774  $                -
                                                        ==================  ===================  ==================

                                                                For the Six Months Ended September 30, 2002
Basic Loss per Share
Loss to common shareholders                             $(2,754)                     15,611,774  $                -
                                                        ==================  ===================  ==================

                                                                For the Six Months Ended September 30, 2001
Basic Loss per Share
Loss to common shareholders                             $           (3,940)          15,611,774  $                -
                                                        ==================  ===================  ==================
</TABLE>

         The  effect  of   outstanding   common  stock   equivalents   would  be
anti-dilutive for September 30, 2002 and 2001 and are thus not considered.

Concentration of Credit Risk

         The  Company has no  significant  off-balance-sheet  concentrations  of
credit  risk such as foreign  exchange  contracts,  options  contracts  or other
foreign hedging arrangements.



<PAGE>

                              CNH HOLDINGS COMPANY
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                   FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2002
                                   (Continued)

NOTE 1 - ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(Continued)

Pervasiveness of Estimates

         The  preparation of financial  statements in conformity  with generally
accepted  accounting  principles  required  management  to  make  estimates  and
assumptions  that  affect the  reported  amounts of assets and  liabilities  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

Reclassification

         Certain   reclassifications  have  been  made  in  the  2001  financial
statements to conform with the September 30, 2002 presentation.

NOTE 2 - INCOME TAXES

         As of  September  30,  2002,  the  Company  had a  net  operating  loss
carryforward for income tax reporting  purposes of  approximately  $218,000 that
may be offset against future taxable income through 2022. Current tax laws limit
the amount of loss  available to be offset  against future taxable income when a
substantial  change in  ownership  occurs.  Therefore,  the amount  available to
offset future taxable income may be limited. No tax benefit has been reported in
the financial statements, because the Company believes there is a 50% or greater
chance the  carry-forwards  will expire unused.  Accordingly,  the potential tax
benefits of the loss  carry-forwards are offset by a valuation  allowance of the
same amount

NOTE 3 - DEVELOPMENT STAGE COMPANY

         The Company has not begun principal  operations and as is common with a
development  stage  company,  the Company has had  recurring  losses  during its
development  stage.  Continuation of the Company as a going concern is dependent
upon obtaining the additional  working capital necessary to be successful in its
planned  activity,  and the  management of the Company has developed a strategy,
which it believes will  accomplish  this  objective  through  additional  equity
funding  and long term  financing,  which will enable the Company to operate for
the coming year.

NOTE 4 - COMMITMENTS

         As of  September  30,  2002 all  activities  of the  Company  have been
conducted by  corporate  officers  from either their homes or business  offices.
Currently,  there are no  outstanding  debts owed by the  company for the use of
these facilities and there are no commitments for future use of the facilities.


<PAGE>


                              CNH HOLDINGS COMPANY
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                   FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2002
                                   (Continued)

NOTE 5 - STOCK ISSUANCE

         On March  31,  2002 the Board of  Directors  issued  640,000  shares of
common stock for services rendered, valued at $.001 per share.








































<PAGE>



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

         The following  discussion  has been prepared  assuming the Company will
continue  as a going  concern;  however,  the  audit  report  for the  financial
statements as of and for the periods ended March 31, 2002,  includes a caveat on
this point. In reading the following, one should first consult the audit report,
financial  statements  and  footnotes,  while  keeping  in mind the  significant
operating  losses  generated  by the  Company on a  consolidated  basis with its
subsidiaries.

         CNH  Holdings  Company,  a  Nevada   corporation  (the  Company),   was
incorporated in Delaware on April 15, 1987, under the name of I.S.B.C. Corp. The
Company subsequently  changed its name first to Coral Companies,  Inc., and then
to CNH Holdings  Company.  Domicile  was changed to Nevada in 1997.  The Company
conducted an initial public and secondary offerings during the 1980s.

         On June 15, 1998,  the Company  acquired  Southport  Environmental  and
Development,  Inc. This  acquisition,  however,  was  subsequently  rescinded by
agreement  between the parties and made a formal order of court  effective April
19, 2000.  This order put the Company in the position  which it occupied at June
14, 1998,  as if none of the actions  which had  occurred  from that time to the
date of rescission had transpired. As a result, the Company has no assets and no
liabilities.

Results of Operations

         The Company had no revenues,  operating or otherwise, from 1991 through
the fiscal year ended March 31,  2002,  nor  through  the current  period,  as a
result of the  rescission  discussed  above under Item 1.  Correspondingly,  all
expenses  during these periods were  administrative  in nature and immaterial in
amount.

Capital Resources and Liquidity

         The  Company had no  liquidity  sources  from  fiscal 1990  through the
fiscal year ended March 31, 2002, nor through the current period, other than the
extension of credit from officers, directors and creditors.

Item 3.  Controls and Procedures

         The Company's Chief Executive  Officer and Chief Financial Officer have
concluded,  based on an evaluation  conducted within 90 days prior to the filing
date of this  Quarterly  Report  on Form  10-Q,  that the  Company's  disclosure
controls and  procedures  have  functioned  effectively  so as to provide  those
officers the information necessary whether:

                  (i) this  Quarterly  Report on Form 10-Q  contains  any untrue
                  statement of a material fact or omits to state a material fact
                  necessary  to  make  the  statements  made,  in  light  of the
                  circumstances  under  which such  statements  were  made,  not
                  misleading   with  respect  to  the  period  covered  by  this
                  Quarterly Report on Form 10-Q, and

                  (ii) the financial statements, and other financial information
                  included in this Quarterly Report on Form 10-Q, fairly present
                  in all material respects the financial


<PAGE>



                  condition, results of operations and cash flows of the Company
                  as of, and for, the periods presented in this Quarterly Report
                  on Form 10-Q.

         There  have  been no  significant  changes  in the  Company's  internal
controls or in other factors since the date of the Chief Executive Officer's and
Chief  Financial  Officer's  evaluation  that could  significantly  affect these
internal controls,  including any corrective actions with regards to significant
deficiencies and material weaknesses.











































<PAGE>



                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

None.

ITEM 2.  CHANGES IN SECURITIES

None.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None

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

None

ITEM 5.  OTHER INFORMATION

None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      EXHIBITS

         The  following  documents  are filed  herewith or have been included as
         exhibits to previous  filings with the Commission and are  incorporated
         herein by this reference:

         Exhibit No. Exhibit

         *3 Articles of Incorporation

         *3.2 Bylaws

         *3.1 Amended Articles of Incorporation

         99.1 CEO Certification

         99.2 CFO Certification

(b)      Reports  on Form 8-K.  No  reports  on Form 8-K were  filed  during the
         period covered by this Form 10-KSB.

*        Incorporated  herein  by  reference  from  Registrant's  Form  10SB12G,
         Registration Statement, dated February 16, 2000.




<PAGE>



                                   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.

                              CNH Holdings Company
                                   Registrant


DATE: November 5, 2002                 By: /s/ Charles Stidham
----------------------                 -----------------------
                                       Charles Stidham, Chief Executive Officer,
                                       Chief Accounting Officer and Treasurer







































<PAGE>



I, Charles Stidham, certify that:

         1. I have reviewed this quarterly report on form 10-qsb of CNH Holdings
Company.

         2. Based on my knowledge,  this  quarterly  report does not contain any
untrue  statement of a material fact or omit to state a material fact  necessary
to make the  statements  made,  in light of the  circumstances  under which such
statements  were made, not misleading with respect to the period covered by this
quarterly report.

         3. Based on my knowledge, the financial statements, and other financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report.

         4. The registrant's other certifying officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
exchange act rules 13a-14 and 15d-14) for the registrant and have:

         A)       designed  such  disclosure  controls and  procedures to ensure
                  that  material   information   relating  to  the   registrant,
                  including its consolidated  subsidiaries,  is made known to us
                  by others  within  those  entities,  particularly  during  the
                  period in which this quarterly report is being prepared;

         B)       evaluated the  effectiveness  of the  registrant's  disclosure
                  controls and  procedures  as of a date within 90 days prior to
                  the filing  date of this  quarterly  report  (the  "evaluation
                  date"); and

         C)       presented in this quarterly  report our conclusions  about the
                  effectiveness of the disclosure  controls and procedures based
                  on our evaluation as of the evaluation date;

         5. The  registrant's  other  certifying  officers and I have disclosed,
based on our most recent evaluation,  to the registrant's auditors and the audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent functions):

         A)       all  significant  deficiencies  in the design or  operation of
                  internal   controls   which   could   adversely   affect   the
                  registrant's ability to record, process,  summarize and report
                  financial  data  and  have  identified  for  the  registrant's
                  auditors any material weaknesses in internal controls; and

         B)       any fraud,  whether or not material,  that involves management
                  or  other  employees  who  have  a  significant  role  in  the
                  registrant's internal controls.

         6. The registrant's  other certifying  officers and I have indicated in
this quarterly report whether or not there were significant  changes in internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Date: November 5, 2002


/S/Charles Stidham
President, CEO
(Principal Executive Officer)



<PAGE>


I, Charles Stidham, certify that:

         1. I have reviewed this quarterly report on form 10-qsb of CNH Holdings
Company.

         2. Based on my knowledge,  this  quarterly  report does not contain any
untrue  statement of a material fact or omit to state a material fact  necessary
to make the  statements  made,  in light of the  circumstances  under which such
statements  were made, not misleading with respect to the period covered by this
quarterly report.

         3. Based on my knowledge, the financial statements, and other financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
registrant as of, and for, the periods presented in this quarterly report.

         4. The registrant's other certifying officers and I are responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
exchange act rules 13a-14 and 15d-14) for the registrant and have:

         A)       designed  such  disclosure  controls and  procedures to ensure
                  that  material   information   relating  to  the   registrant,
                  including its consolidated  subsidiaries,  is made known to us
                  by others  within  those  entities,  particularly  during  the
                  period in which this quarterly report is being prepared;

         B)       evaluated the  effectiveness  of the  registrant's  disclosure
                  controls and  procedures  as of a date within 90 days prior to
                  the filing  date of this  quarterly  report  (the  "evaluation
                  date"); and

         C)       presented in this quarterly  report our conclusions  about the
                  effectiveness of the disclosure  controls and procedures based
                  on our evaluation as of the evaluation date;

         5. The  registrant's  other  certifying  officers and I have disclosed,
based on our most recent evaluation,  to the registrant's auditors and the audit
committee  of  registrant's  board  of  directors  (or  persons  performing  the
equivalent functions):

         A)       all  significant  deficiencies  in the design or  operation of
                  internal   controls   which   could   adversely   affect   the
                  registrant's ability to record, process,  summarize and report
                  financial  data  and  have  identified  for  the  registrant's
                  auditors any material weaknesses in internal controls; and

B) any  fraud,  whether  or not  material,  that  involves  management  or other
employees who have a significant role in the registrant's internal controls.

         6. The registrant's  other certifying  officers and I have indicated in
this quarterly report whether or not there were significant  changes in internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.

Date: November 5, 2002


/S/Charles Stidham
Treasurer and Director
(Principal Financial and Accounting Officer)