SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB


                                   (Mark One)

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

                For the quarterly period ended March 31, 2003

                                       OR

[ ]TRANSITION REPORT UNDER SECTION 13 OF 15(D) OF THE EXCHANGE ACT OF 1934

          From the transition period from             to
                                          -----------    -----------

                         Commission File Number 33-19961



                         COVENANT FINANCIAL CORPORATION
                         ------------------------------
        (Exact name of small business issuer as specified in its charter)

                               Delaware 01-0623010
                               -------------------
    (State or other jurisdiction of incorporation or organization)(IRS Employer
                               Identification No.)

                       1215 E I30, Greenville, Texas 75402
                       -----------------------------------
                    (Address of principal executive offices)

                                  (903) 454-7000
                                  --------------
                           (Issuer's telephone number)

                                      N/A
                                      ---
     (Former name, former address and former fiscal year, if changed since last
report)

     Indicate by check mark whether the registrant (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 [ ]

As of May 20, 2003 there were 1,069,100 shares of Common Stock of the issuer
outstanding.

<PAGE>

TABLE OF CONTENTS

                          PART I FINANCIAL STATEMENTS



Item 1     Financial Statements                                             2

Item 2     Management's Discussion and Analysis or Plan of Operation        7

Item 3     Controls and Procedures

                           PART II OTHER INFORMATION

Item 1     Legal Proceedings                                                7
Item 2     Changes in Securities                                            7
Item 3     Default upon Senior Securities                                   7
Item 4     Submission of Matters to a Vote of Security Holders              7
Item 5     Other Information                                                7
Item 6     Exhibits and Reports on Form 8-K                                 7

<PAGE>

                         PART I.  FINANCIAL INFORMATION

<TABLE>
<CAPTION>

                         COVENANT FINANCIAL CORPORATION
                                  BALANCE SHEET
                                 MARCH 31, 2003
                                   (UNAUDITED)

                                     ASSETS


Assets                                                      $-
                                                       ============
<S>                                                    <C>
LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities:
  Accounts payable                                     $    29,716
                                                       ------------
    Total current liabilities                               29,716


STOCKHOLDERS' DEFICIT:
  Common stock, $.001 par value, 50,000,000 shares
  authorized, 1,069,100 shares issued and outstanding        1,069
Additional paid in capital                               1,964,417
Accumulated deficit                                     (1,995,202)
                                                       ------------
  Total Stockholders' Deficit                              (29,716)
                                                       ------------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT            $         -
                                                       ============
</TABLE>

<PAGE>

<TABLE>
<CAPTION>


              COVENANT FINANCIAL CORPORATION
                 STATEMENTS OF OPERATIONS
                        (UNAUDITED)

                                        Three Months Ended
                                            March 31,
                                      --------------------
                                        2003       2002
                                      ---------  ---------
<S>                                   <C>        <C>
Revenues                              $      -   $  6,000

Cost and Expenses:
  General and administrative            20,000     20,546
  Depreciation and amortization              -      4,185
                                      ---------  ---------
                                        20,000     24,731
                                      ---------  ---------

Loss from operations                   (20,000)   (18,731)

Interest expense                             -       (346)

Net loss                              $(20,000)  $(19,432)
                                      =========  =========

Net loss per share:
  Net loss basic and diluted          $  (0.02)  $  (0.02)
                                      =========  =========

Weighted average shares outstanding:
  Basic and diluted                    913,484    844,843
                                      =========  =========
</TABLE>

<PAGE>


<TABLE>
<CAPTION>

                     COVENANT FINANCIAL CORPORATION
                        STATEMENTS OF CASH FLOWS
                             (UNAUDITED)




                                                 Three Months Ended
                                                      March 31,
                                               ---------------------
                                                  2003       2002
                                               ----------  ---------
<S>                                             <C>        <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss                                      $(20,000)  $(19,432)
Adjustments to reconcile net loss to cash used
  by operating activities:
    Depreciation and amortization                      -      4,185
    Common stock for services                     20,000        243
    Bad debt expense                                   -          -
    Expenses paid by shareholder                       -          -
    Transfer to Wilkerson Consulting, Inc.             -          -
Net change in:
  Accounts receivable                                  -          -
  Accounts payable                                     -     18,470
                                                ---------  ---------

CASH FLOWS PROVIDED BY OPERATING ACTIVITIES            -      3,466
                                                ---------  ---------

CASH FLOWS FROM FINANCING ACTIVITIES
  Payment on debt                                      -     (2,359)
                                                ---------  ---------

NET INCREASE IN CASH                                   -      1,107
Cash, beg. of period                                   -          -
                                                ---------  ---------
Cash, end of period                             $      -   $  1,107
                                                =========  =========

SUPPLEMENTAL CASH FLOW INFORMATION:
  Interest paid                                 $      -   $    701
  Income taxes paid                             $      -   $      -
</TABLE>

<PAGE>

                              HOMEGATE CORPORATION
                          NOTES TO FINANCIAL STATEMENTS


Note 1 - Presentation

The balance sheet of the Company as of March 31, 2003, the related statements of
operations for the three months ended March 31, 2003 and 2002 and the statements
of cash flows for the three months ended March 31, 2003 and 2002 included in the
condensed financial statements have been prepared by the Company without audit.
In the opinion of management, the accompanying condensed financial statements
include all adjustments (consisting of normal, recurring adjustments) necessary
to summarize fairly the Company's financial position and results of operations.
The results of operations for the three months ended March 31, 2003 are not
necessarily indicative of the results of operations for the full year or any
other interim period. The information included in this Form 10-QSB should be
read in conjunction with Management's Discussion and Analysis and Financial
Statements and notes thereto included in the Company's December 31, 2002 Form
10-KSB.

<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS

THIS REPORT CONTAINS FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF SECTION
27A OF THE SECURITIES ACT OF 1933, AS AMENDED AND SECTION 21E OF THE SECURITIES
EXCHANGE ACT OF 1934, AS AMENDED. THE COMPANY'S ACTUAL RESULTS COULD DIFFER
MATERIALLY FROM THOSE SET FORTH ON THE FORWARD LOOKING STATEMENTS AS A RESULT OF
THE RISKS SET FORTH IN THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE
COMMISSION, GENERAL ECONOMIC CONDITIONS, AND CHANGES IN THE ASSUMPTIONS USED IN
MAKING SUCH FORWARD LOOKING STATEMENTS.


Overview

HMGT was incorporated in the State of Delaware on February 25, 2000 under the
name of HMGT Management Corporation.  On July 6, 2000, HMGT merged into the
Company, then named Spartan Oil Corporation.  This transaction was accounted for
as a reverse merger.  On August 1, 2000, the Company changed its name to
HomeGate Corporation.  On March 28, 2002, the Company changed its name to
Covenant Financial Corporation.

The Company was in the business of buying real estate properties and managing
them as well.  As of December 31, 2002, the Company did not own or manage any
real estate properties.  In December 2002, the Company transferred all of its
assets and the corresponding liabilities to Wilkerson Consulting, Inc., its
majority stockholder.  As of December 31, 2001, the Company did not own or
manage any real estate properties.   As of December 31, 2000, the Company  had
ten (10) hotels  under  management  contracts  which paid them four percent (4%)
of gross  revenue,  two  percent  (2%) of net revenue and a $1,500 accounting
fee per month.  The Company had as many as ten under management contracts until
the  owners  of many of those  hotels  had  financial  problems and lost
ownership  of the  hotels  in the  fourth  quarter  and some more into the first
quarter  of  2001.  The Company has no operations and is seeking a merger or
acquisition candidate.

Comparison of Operating Results

There were no revenues for the three months ended March 31, 2003 compared to
revenues of $6,000 for the three months ended March 31, 2002.

Costs and Expenses decreased $4,731 from $24,731 for the three months ended
March 31, 2002 to $20,000 for the three months ended March 31, 2003.

Loss from operations increased from $18,731 for the three months ended March 31,
2002 to $$20,000 for the three months ended March 31, 2003.

The Company recorded a net loss of 20,000 for the three months ended March 31,
2003 compared to a net loss of $19,432 for the three months ended March 31,
2002.

As of March 31, 2003, the Company had an accumulated deficit of $1,995,202.


Liquidity and Capital Resources

The Company had $0 cash at March 31, 2003, no current assets and current
liabilities of $29,716 related to accounts payable.

The Company has no  commitments  from  officers, directors or affiliates to
provide funding. The Company is seeking a merger or acquisition partner.

ITEM 3.   CONTROLS AND PROCEDURES
Based on the evaluation by Messrs. Gary Bell and Keith D. Newton, the chief
executive officer and the principal accounting officer of the Company, of the
effectiveness of the Company's disclosure controls and procedures conducted as
of a date within 90 days of the filing date of this quarterly report, Messrs.
Bell and Newton concluded that, as of the evaluation date, (i) there were no
significant deficiencies or material weaknesses of the Company's disclosure
controls and procedures, (ii) there were no significant changes in the internal
controls or in other factors that could significantly affect internal controls
subsequent to the evaluation date, and (iii) no corrective actions were required
to be taken.

<PAGE>

                           PART II. OTHER INFORMATION

Item  1.  Legal Proceedings.

The Company is not involved in any legal proceedings.

Item  2.  Changes in Securities.

None

Item  3.  Defaults Upon Senior Securities.

Registrant has no senior securities and accordingly no defaults.

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
       99.1   Certification Pursuant to U.S.C. Section 1350, as Adopted Pursuant
       to Section 906 of the Sarbanes-Oxley Act of 2002.

b)     Reports on Form 8-K
       No reports on Form 8-K were filed during the quarter for which this
       Report is filed.

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  there  unto  duly  authorized.


Covenant Financial Corporation
---------------------------------
(Registrant)


BY: /s/  Gary Bell
------------------------------
Gary Bell
President
DATE:  May 20, 2003

<PAGE>

FORM OF CERTIFICATION
PURSUANT TO RULE 13a-14 AND 15d-14
UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

CERTIFICATION

I, Gary Bell, certify that:
1.     I have reviewed this quarterly report on Form 10-QSB of Covenant
Financial Corporation ;
2.     Based on my knowledge, this quarterly report does not contain any untrue
statement of 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 officer 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 we 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 of 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 officer and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit committee
of the 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 officer 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: May 20, 2003     /s/ Gary Bell
                      --------------------
                Name:  Gary Bell
                Title: President

<PAGE>

FORM OF CERTIFICATION
PURSUANT TO RULE 13a-14 AND 15d-14
UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED

CERTIFICATION

I, Keith D. Newton, certify that:
1.     I have reviewed this quarterly report on Form 10-QSB of Covenant
Financial Corporation ;
2.     Based on my knowledge, this quarterly report does not contain any untrue
statement of 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 officer 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 we 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 of 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 officer and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit committee
of the 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 officer 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: May 20, 2003     /s/ Keith D. Newton
                       ----------------------------
                Name:  Keith D. Newton
                Title: Principal Accounting Officer

<PAGE>

Exhibit 99.1

                                CERTIFICATION OF
                            CHIEF EXECUTIVE OFFICER
                                   PURSUANT TO
                             18 U.S.C. SECTION 1350
                             AS ADOPTED PURSUANT TO
                 SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


I,  Gary Bell, President, certify, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant  to  Section  906  of the Sarbanes-Oxley Act of 2002 that the
Quarterly Report  of  Covenant Financial Corporation on  Form 10-QSB for the
quarterly period ended March 31, 2003 fully complies with the requirements of
Section 13(a) or 15(d) of  the  Securities  Exchange Act of 1934 and that
information contained in such Form 10-QSB fairly presents in all material
respects the financial condition and results  of  operations  of  Covenant
Financial Corporation.


                                        By:/s/ Gary Bell
                                        -------------------------
                                        Name: Gary Bell
                                        Title: President
                                        May 20, 2003




                                CERTIFICATION OF
                          PRINCIPAL FINANCIAL OFFICER
                                   PURSUANT TO
                             18 U.S.C. SECTION 1350
                             AS ADOPTED PURSUANT TO
                 SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002



I,  D. Keith Newton, Principal Financial Officer,  certify, pursuant to 18
U.S.C. Section 1350, as adopted pursuant  to  Section  906  of the
Sarbanes-Oxley Act of 2002 that the Quarterly Report  of  Covenant Financial
Corporation on  Form 10-QSB for the quarterly period ended March 31, 2003 fully
complies with the requirements of Section 13(a) or 15(d) of  the  Securities
Exchange Act of 1934 and that information contained in such
Form 10-QSB fairly presents in all material respects the financial condition and
results  of  operations  of  Covenant Financial Corporation.



                                        By:/s/ D. Keith Newton
                                        ---------------------
                                        Name:  D. Keith Newton
                                        Title: Principal Financial Officer
May 20, 2003

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