Help at Home Inc – ‘10QSB’ for 3/31/01

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Quarterly Report — Small Business   —   Form 10-QSB
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10QSB       Quarterly Period Ended March 31, 2001                 12     65K 

Document Table of Contents

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UNITED STATES   
SECURITIES AND EXCHANGE COMMISSION    
WASHINGTON, D.C. 20549    
FORM 10-QSB   

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

For the quarterly period ended March 31, 2001       
Commission File No. 033-97034       

HELP AT HOME, INC.    

 DELAWARE                               36-4033986
(State of other jurisdiction of                  (IRS Employer        
incorporation or organization)              Identification  Number)   

223 W. Jackson Blvd., Suite 500                                     
Chicago, IL                                60606  
(Address of principal executive offices)              (Zip Code)            

(312) 663-4244  
(Issuer's telephone number, including area code)    

Indicate by checkmark whether the issuer (1) has filed all reports    
required to  be filed by  Sections 13 or  15(d) of  the Securities    
Exchange Act of  1934 during the preceding 12 months  (or for such    
shorter period that the issuer was required to file such reports),    
and (2) has  been subject to such filing requirements for the past    
90 days. Yes [X] No [ ]                                               

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

Common  Stock,   par  value  $.02  per   share,  1,869,375  shares    
outstanding as of July 31, 2001.                                      

Transitional Small Business Disclosure Format: Yes [ ]  No [X]        

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Help at Home, Inc.    

Index   

PART I. FINANCIAL INFORMATION                                         

ITEM 1.      FINANCIAL STATEMENTS                           

Consolidated Balance Sheet at     
                March 31, 2001                                   3

Consolidated Statements of Income 
for the three months ended        
                March 31, 2001 and 2000                          4

Consolidated Statements of Income 
 for the Nine months ended March 31,
                2001 and 2000                                    5

   Consolidated Statements of Cash Flows
for the nine months ended         
                March 31, 2001 and 2000                          6

                Notes to the Consolidated Financial Statements   7

ITEM 2.       MANAGEMENT'S DISCUSSION AND ANALYSIS OF                 
            FINANCIAL CONDITION AND RESULTS OF OPERATIONS        8

PART II:      OTHER INFORMATION                                   13  

ITEM 1.       LEGAL PROCEEDINGS                                   13  

ITEM 2.       CHANGES IN SECURITIES AND USE OF PROCEEDS           13  

ITEM 3.       DEFAULTS UPON SENIOR SECURITIES                     13  

ITEM 4.       SUBMISSION OF MATTERS TO A VOTE OF                      
            SECURITY HOLDERS                                    13

ITEM 5.       OTHER INFORMATION                                   13  

ITEM 6.       EXHIBITS AND REPORTS ON FORM 8-K                    13  

            SIGNATURES                                          14

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                       HELP AT HOME, INC.                        
                  Consolidated Balance Sheet                     
                                                      March 31   
                                                        2001     
                                                     (Unaudited) 
                                                     ----------- 
                                                                 
                              Assets                             
     Current Assets:                                             
           Cash and cash equivalents                $    189,000 
           Accounts receivable (net of allowance                 
              for doubtful accounts of $3,342,000)     8,641,000 
           Prepaid expenses and other current                    
              assets                                     287,000 
           Income tax receivable                            -    
           Deferred income taxes - current                  -    
           A/R Financing                               1,247,000 
                                                      ---------- 
                Total Current Assets                  10,364,000 

     Furniture and equipment, net                        413,000 
      Due from officer                                   140,000 
      Other assets                                        79,000 
                                                      ---------- 
                Total Assets                        $ 10,996,000 
                                                     =========== 

           Liabilities and Stockholders' Deficit                 
     Current Liabilities:                                        
           Accounts payable                          $ 2,454,000 
           Accrued expenses and other current                    
             liabilities                              12,811,000 
           Due to third party payors                     280,000 
           Current maturities of short-term debt            -    
           Deferred income taxes - current                  -    
                                                      ---------- 
                Total Current Liabilities             15,545,000 
           Deferred income taxes - noncurrent               -    
                                                      ---------- 
                Total Liabilities                     15,545,000 

      Preferred stock, par value $.01 per share;                 
         1,000,000 shares authorized, none issued                
         or outstanding                                     -    
      Common stock, par value $.02 per share;                    
         14,000,000 shares authorized, 1,869,375                 
         issued and outstanding                           37,000 
      Additional paid in capital                       3,694,000 
      Deficit                                         (8,280,000)
                                                      ---------- 
   Total Stockholders' Equity                         (4,549,000)
                                                      ---------- 
   Total Liabilities and                                         
      Stockholders' Equity                           $10,996,000 
                                                      ========== 

The accompanying notes to these consolidated financial statements
                are an integral part hereof.                     


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                           HELP AT HOME, INC.                          
                   Consolidated Statements of Income                   
                              (Unaudited)                              

                                            Three Months Ended March 31
                                                 2001          2000    
                                              ----------    ---------- 
                                                                       
Service fees                                 $ 9,698,000   $ 8,630,000 
Direct costs of services                       6,900,000     5,604,000 
                                              ----------    ---------- 
Gross margin                                   2,798,000     3,026,000 

Selling, general and                                                   
 administrative expenses                       2,522,000     2,401,000 
                                              ----------     --------- 
Income from operations                                                 
  before income taxes                            276,000       625,000 

Income tax expense                                  -          263,000 
                                              ----------     --------- 
Net Income                                   $   276,000       362,000 
                                              ==========     ========= 
Basic and diluted                                                      
earnings per share                           $       .15    $      .19 
                                              ==========     ========= 
Weighted average number of                                             
  common shares                                1,869,375     1,869,375 

   The accompanying notes to these consolidated financial statements   
                     are an integral part hereof.                      


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                           HELP AT HOME, INC.                          
                   Consolidated Statements of Income                   
                              (Unaudited)                              

                                             Nine Months Ended March 31
                                                 2001          2000    
                                              ----------    ---------- 
                                                                       
Service fees                                 $28,781,000   $24,581,000 

Direct costs of services                      20,195,000    16,316,000 
                                              ----------    ---------- 
Gross margin                                   8,586,000     8,265,000 

Selling, general and                                                   
 administrative expenses                     (11,551,000)    6,886,000 
                                              ----------    ---------- 
Income from operations                                                 
 before income taxes                          (2,965,000)    1,379,000 

Income tax expense                                12,000       546,000 
                                              ----------    ---------- 
Net Income                                   $(2,977,000)  $   833,000 
                                              ==========    ========== 

Basic and diluted                                                      
earnings per share                           $     (1.59)  $       .45 
                                              ==========    ========== 
Weighted average number of                                             
common shares                                  1,869,375     1,869,375 

   The accompanying notes to these consolidated financial statements   
                     are an integral part hereof.                      


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                        HELP AT HOME, INC.                           
               Consolidated Statement of Cash Flows                  
                            (Unaudited)                              

                                         Nine Months Ended March, 31 
                                            2001             2000    
                                          ---------       ---------- 
                                                                     
Cash flows from operating activities:                                
     Net income                         $(2,977,000)     $   833,000 
     Adjustments to reconcile net income                             
       to net cash provided by operating                             
       activities:                                                   
        Depreciation                         82,000           70,000 
        Current income taxes                 20,000          149,844 
     Changes in:                                                     
        Accounts receivable              (1,830,000)      (1,293,000)
        Prepaid expenses and other                                   
         current assets                    (187,000)        (146,000)
        Accounts payable                    463,000          168,000 
        Other current liabilities         3,856,000        4,095,000 
                                         ----------       ---------- 
     Net cash provided by                                            
        operating activities               (593,000)       3,748,000 

Cash flows from investing activities:                                
     Acquisition of property               (278,000)        (176,697)
     (Increase) in shareholder loan           6,000)         (10,000)
                                          ---------       ---------- 
     Net cash used in investing activities (272,000)        (187,000)

Cash flows from financing activities:                                
     Repayment of short-term debt           427,000       (2,957,000)

     Repayment of long-term debt               -          (1,607,000)
                                         ----------       ---------- 
     Net cash used in                                                
      financing activities                  427,000       (2,957,000)
Net increase in cash and                                             
     cash equivalents                      (438,000)         604,000 
Cash and cash equivalents:                                           
     Beginning of period                    627,000          214,000 
                                         ----------       ---------- 
     End of period                      $   189,000      $   817,000 
                                         ==========       ========== 
Supplemental disclosure of cash flow                                 
  information:                                                       
     Cash payments for:                                              
          Interest                      $   582,000      $   268,000 
          Income taxes                            -             -    

 The accompanying notes to these consolidated financial statements   
                   are an integral part hereof.                      


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HELP AT HOME, INC.    

NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS    

Note 1:  Basis of Presentation                                            

These unaudited  Consolidated Financial   Statements should be read  in   
conjunction  with  the  Consolidated  Financial  Statements and   Notes   
thereto included in Help at Home, Inc.'s (the Company) annual Report on   
Form-KSB  for the fiscal year ended  June 30, 2000  (2000 Form 10-KSB).   
The following Notes to the Unaudited Consolidated Financial  Statements   
highlight the significant changes to  those Notes included  in the 2000   
Form 10-KSB and such interim disclosures as  required by the Securities   
and Exchange Commission. Certain financial information that is normally   
included in  annual financial  statements prepared  in accordance  with   
generally accepted  accounting  principles  but  is  not  required  for   
interim  reporting  purposes  has  been  omitted.    The   accompanying   
unaudited Consolidated Financial Statements reflect, in the opinion  of   
management, all adjustments  necessary for a  fair presentation of  the   
interim financial statements.  All such adjustments are of a normal and   
recurring nature.  The financial results for interim periods may not be   
indicative of financial results for the full year.                        

Note 2:   Debt                                                            

On  June  17,  1999,  the  Company  entered  into  a  Master  Factoring   
Agreement  (the  "Agreement")  with  Oxford  Commercial  Funding   LLC.   
("Oxford").  Under the terms of the Agreement, Oxford will advance  80%   
of the Net Diluted Value  of eligible accounts  receivable,  as defined   
in the agreement, without  recourse.  The purchasers  fee is  .375%  of   
the face  value  of  each invoice every five days  for a maximum of  90   
days.  The purchasers  fee is subject to adjustment if certain  minimum   
terms, as defined in the agreement, are not  maintained.   The proceeds   
of the initial advance  under the Agreement were received  on  July  1,   
1999 and were used  to satisfy the Company's  secured  bank  debt  with   
Harris Bank. The  Company entered   into  a revised   Master  Factoring   
Agreement,  dated August 25, 1999 with Oxford.  Under the terms of  the   
revised agreement, the  purchaser's fee was  replaced by   an  interest   
rate  of  prime +  3.5%.  The  Agreement is  for a  one-year term, with   
automatic  extensions,  unless  terminated by  either party with proper   
notice.                                                                   

Note 3:   Commitments and Contingencies                                   

Litigation.  The Company  has been named  in several legal  proceedings   
in connection with matters that arose  during the normal course of  its   
business and  related  to certain  acquisitions.   While  the  ultimate   
result of the  litigation  or  claims  cannot  be  determined,  it   is   
management's opinion, based  upon information  it presently  possesses,   
that it  has  adequately  provided for  losses  that  may  be  incurred   
related to these claims.                                                  

Termination  and  Benefits  Agreements.    As  of  October,  1997   the   
Company's  Compensation    Committee  established   a  termination  and   
benefits policy with respect to key executive employees which  provides   
for payment  of severance  and  benefits to  promote adherence  to  the   
Company's  non-competition  policies  in   the  event  of   involuntary   
termination without cause and/or a change  in control.  As of March  1,   
1998 the Company entered  into an employment  agreement with the  Chief   
Operating Officer, which  was  subsequently  amended in August of 2000.   
In  the  event  of a  change in control  the maximum  aggregate  salary   
commitment  for this employee  would be  approximately $390,000.          

As of  December 5,  1997 the  Compensation  Committee also  approved  a   
revised  ten-year  contract  for  the  Chief  Executive  Officer  which   
provided for severance and a one-time change of control payment in  the   
event of involuntary termination  without cause or termination  arising   
from a  change in  the ownership  and/or  management  of  the  Company.   
As of August 2000, the contract was amended to  provide for a change of   
control payment of approximately $700,000.  Mr. Goldstein  subsequently   
sold his stock in the company in August 2000.   The resulting severance   
commitment was approximately  $2.8 million in addition to the change in   
control payment.                                                          

Note 4:   Earnings Per Share.                                             

Earnings per share  have been determined  by dividing  earnings by  the   
weighted average number  of shares of  Common Stock outstanding  during   
each period.                                                              

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ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND   
RESULTS OF OPERATIONS.                                                    

OVERVIEW:                                                                 

Help at  Home,  Inc. (The  "Company")  provides general  homemaker  and   
respite services  to the  elderly, medically  fragile and  disabled  in   
their homes.  The Company has  engaged in the  provision of   unskilled   
homemaker services for  over two  decades.  Help at  Home operates   27   
locations in Illinois,  Missouri, Indiana,  Alabama,  and  Mississippi.   
The Company  derives a  significant portion  of  its revenues  from  28   
contracts with the Illinois Department on Aging. Similarly, the Company   
contracts with other  state, regional  and municipal  agencies for  the   
provision of custodial home care services.                                

The Company's Board of Directors  elected to discontinue Medicare  home   
health operations and adopted  a disposition plan as  of June  30, 1998   
which calls for  the sale  or closure  of the  Company's Medicare  home   
health agencies (Homemakers of  Montgomery, Inc., Lakeside Home  Health   
Agency, Inc. [IL], Lakeside Home Health Agency, Inc. [MO], and Rosewood   
Home  Health, Inc.   In  connection  with  the  Company's  decision  to   
discontinue Medicare home health services, Lakeside Home Health Agency,   
Inc. (IL) ceased operations  as of August 31,  1998. Certain assets  of   
Homemakers of Montgomery, Inc. were sold as of October 9, 1998 and that   
entity's patients were simultaneously  transferred to a  non-affiliated   
provider.  Rosewood Home Health, Inc. was closed as of October 30, 1998   
and  its  patients  transferred  to  another  non-affiliated  provider.   
Lakeside Home Health Agency, Inc. (MO) was closed on December 12,  1998   
and its patients transferred to another non-affiliated provider.          

The statements which are  not historical facts  contained in this  form   
10-QSB  are  forward   looking  statements  that    involve  risks  and   
uncertainties, including, but  not limited to,  the integration  of new   
acquisitions into the  operations of the  Company, the  ability of  the   
Company to  locate attractive  acquisition  candidates, the  effect  of   
economic conditions and interest rates, general labor costs, the impact   
and pricing of competitive services, regulatory changes and conditions,   
the results of  financing efforts, the  actual closing of  contemplated   
transactions and  agreements, the  effect of  the Company's  accounting   
policies, and  other risks  detailed in  the Company's  Securities  and   
Exchange Commission filings.  No assurance can be given that the actual   
results of  operations  and financial  condition  will conform  to  the   
forward-looking statements contained herein.                              

This report covers the  Company's operations for  the third quarter  of   
its 2001 fiscal  year which will  end on  June  30, 2001.    References   
herein to  the third  quarter of  2001  are  specifically  intended  to   
relate to the quarter ended March 31, 2001,  while  references  to  the   
third quarter of  2000 are  specifically  intended  to  relate  to  the   
quarter ended March 31, 2000.                                             

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THREE MONTHS  ENDED March 31, 2001   COMPARED TO  THE THREE   MONTHS      
ENDED March 31, 2000:                                                     

                                                        [Enlarge/Download Table]
  Reportable Segments:        In keeping  with the  adoption of  SFAS No.            
  131,  "Disclosures  about  Segments   of  an  Enterprise  and   Related            
  Information", the Company has  identified reportable  segments based on            
  geographic areas (states).  Revenues in  all four  segments are derived            
  from   the  provision  of unskilled  homemaker/respite  services.    In            
  addition to  the  disclosures made  elsewhere   herein,  the  following            
  table  presents  a quarter to quarter comparison (in thousands) of  the            
  Company's segments:                                                                

                  Alabama       Illinois      Missouri    Mississippi        Total   
               2001   2000    2001    2000   2001  2000   2001   2000     2001   2000
              -----  -----   -----   -----  -----  ----   -----  -----   -----  -----
                                                                                     
Revenues       $606   $624  $7,005  $6,255   $432  $469  $1,655 $1,281  $9,698 $8,629
   Direct                                                                            
     Costs      498    435   4,695   4,083    311   287    1126    799   6,900  5,604
              -----  -----   -----   -----  -----  ----   -----  -----   -----  -----
   Gross                                                                             
     Margin     108    189   2,040   2,172    121   182     529    482   2,798  3,025

   Operating                                                                         
     Expenses   126    122     974   1,133    124   112     341    293   1,565  1,660
              -----  -----   -----   -----  -----  ----   -----  -----   -----  -----
   Operating                                                                         
     income     (18)    67   1,066   1,039    (3)    70     188    189   1,233  1,365
              -----  -----   -----   -----  -----  ----   -----  -----   -----  -----
   Net Income  $(18)  $ 67  $1,066  $1,039   $(3)   $70    $188   $189  $1,233 $1,365
              =====  =====   =====   =====  =====  ====   =====  =====   =====  =====
   Total                                                                             
     Assets  $  676 $2,079  $5,501  $4,073 $1,301 1,279  $1,739 $1,386  $9,217 $8,817
              =====  =====   =====   =====  =====  ====   =====  =====   =====  =====

Reconciliation of segments' operating income to the consolidated          
net income (loss) is as follows:                                          
                                    2001          2000
                                    ------        ------
Segments' operating income                $ 1,233       $ 1,365       
Less:                                                                 
Income tax expense                       87            -  
Corporate overhead expense              957           740 
                                    ------        ------
Net income (loss)                         $   276       $   362       
                                    ======        ======

Reconciliation of segments' total assets to consolidated net              
assets is as follows:                                                     

Segments Total Assets                     $ 9,217       $ 8,817       
Plus:                                                                 
Corporate/support entities' total assets   1,779         2,601      
                                    ------        ------
   Total Assets                    $10,996       $11,418
                                    ======        ======

Client Service Revenue:    Revenues   derived   from  services  to  the   
Company's clients for the three months ended March  31, 2001  grew   to   
approximately $9.7 Million reflecting an increase of approximately $1.1   
Million or 13% over the third quarter from the same quarter last year.    

Approximately $8.6 Million, or 89%, of  the Company's revenues for  the   
Third  quarter of 2001  were derived from  contracts pursuant to  which   
the Company provides custodial services to clients in their homes.  For   
the same quarter  of fiscal  2000, contract  services represented  $7.7   
Million or 88% of total revenues.  Approximately $1.1 million, or 110%,   
of the Company's third quarter 2000 revenue was derived from commercial   
payors,  institutional   staffing   arrangements,   and   private   pay   
arrangements as compared  to $863,000 or  10% for the  same quarter  of   
2000.                                                                     

A comparison of the third  quarter  of fiscal 2001 as contrasted to the   
same period in fiscal 2000, by state, shows the greatest revenue growth   
($374,000 or  29 %) in Mississippi,  followed by  Illinois ($750,000 or   
12%).  Alabama revenues declined by $18,000 or 3% from 2000 to 2001 due   
to  the  Company's decision  to reduce locations and service areas; and   
Missouri  revenues  declined  by  $37,000  or  8% due to changes in the   
client referral process utilized by that state.                           

Approximately 8074% ($855,200) of the fiscal 2001 growth in revenue was   
derived from services provided to clients of the Illinois Department on   
Aging("IDOA"). Services to IDOA clients amounted to 67% of consolidated   
revenues   for   the third  quarter of  fiscal   2001   versus  65%  of   
consolidated revenues  for the third  quarter  of  2000.   The  Company   
realized, as of  July 1, 2000,  a 2.5% rate  increase for all  services   
provided to IDOA clients.                                                 

Direct Costs of Providing Services: Direct costs of providing  services   
to clients, comprised entirely  of wages and  related expenses paid  to   
field staff members, were  $6,900,000 (71% of  revenues) for the  three   
months  ended  March 31, 2001  versus $5,604,000 (65% of  revenues) for   
the same quarter one  year earlier. The increase of $1,296,000 (23%) is   
attributable primarily to  the increase  in service  volume during  the   
quarter, and partially attributable to increased waged due to the tight   
labor market.  A comparison of direct costs by  segment shows  that, as   
a percentage of revenues, Illinois direct costs were at 71% compared to   
69% for the previous quarter.  Alabama  direct costs were 82%  for  the   
fiscal year 2001 quarter compared to 70% for the corresponding  quarter   
in fiscal 2000.   Missouri  direct costs  were 72% of  revenues for the   
quarter ended  March 31,2001 versus 61% of revenues or the same quarter   
one year  earlier.  Mississippi direct costs  were 62% of  revenues for   
the  2001 quarter  compared to 62% for the same quarter in fiscal 2000.   
The  decreases  in performance were due to increased labor costs due to   
the  tight labor market,  which  were not offset by rate increases from   
the state agencies.                                                       

The gross margin on services decreased by $227,000 in fiscal  2001  and   
was  approximately  $2.8  Million  as  compared  to  approximately $3.0   
Million for the same quarter in fiscal 1999. Gross margin contributions   
by state include $2,040,000 for Illinois (compared  to  $2,172,000  for   
the  same  quarter  last  year),  $108,000  for Alabama (as compared to   
$240,000  for the same  quarter last  year),  $121,000 for Missouri (as   
compared to $182,000 for the same quarter last year)  and  $529,000 for   
Mississippi (as compared to $482,000 for the same  quarter last year).    

Selling, General and Administrative  Expense: Overall selling,  general   
and administrative expenses increased by $121,000 for the third quarter   
of fiscal 2001 moving from $2,401,000  in fiscal 2000 to $2,522,000  in   
fiscal  2001.   In  general, the  increase is  related to  increases in   
interest from short term  debt, which was partially offset by decreases   
in corporate salary expenses.                                             

Selling,  general and  administrative expense for  the third quarter of   
fiscal 2001 represented 26% of revenues as compared to 28% of  revenues   
for the same quarter in fiscal  2000.  The pre-tax income for the third   
quarter  of  fiscal  2001  was  $276,000  versus   a   pre-tax   income   
contribution of $625,000 for the same quarter last year.                  

Administrative salaries  and  benefits  decreased by   $73,000  for the   
quarter to $1,267,000 versus $1,340,000 for the same  period  one  year   
earlier.  The decrease is attributable to the reduction of personnel in   
the  corporate  office.   Professional  fees  and   insurance  expenses   
increased by $157,000 to $321,000  during the quarter with the majority   
of  the  decrease  attributable  to increased insurance costs and legal   
costs in resolving some long-standing litigation.   Occupancy  expenses   
decreased from $285,000 in fiscal 2000 to $283,000 in fiscal 2001.  The   
savings were due to energy conservation measures instituted in response   
to rising fuel costs.  Travel  and entertainment expenses  increased by   
approximately  $11,000  during the  third quarter of  2001, moving from   
$54,000 to $65,000.  The increase was due to increased corporate travel   
expenses.   Bad  debt expenses  increased  by  $18,000 from $127,000 to   
145,000 due primarily to service volume increases which form the  basis   
for calculation of bad debt expense reserves.                             

With respect to the Company's identified segments, Illinois  operations   
experienced a $159,000 decrease in  overall operating  expenses  moving   
from $1,133,000 to $974,000 quarter to quarter.  The decrease is due to   
hiring  and  wage freezes for  administrative  employees in response to   
rising field  staff wages.  Alabama operating expenses increased $4,000   
from 2000 to 2001.   Missouri  operating  expenses increased by $12,000   
from $112,000  in the third  quarter of  fiscal 2000 to $124,000 in the   
third quarter of fiscal 2001.  Mississippi operating expenses increased   
by $48,000.  The increase was attributed to the addition of supervisory   
staff as a result of the increase in service volume.                      

Earnings: Net income of $276,000  in the third quarter of 2001 compares   
to net income of $362,000 for the same quarter last year.  Earnings per   
share  of  common  stock   were  $.15  and   $.19  for  the   quarters,   
respectively.   The  EPS  calculation is  based  on  the  computational   
guidelines for earnings  per share  information contained  in the  FASB   
Statement of  Financial  Accounting  Standards No.  128,  "Earning  Per   
Share."                                                                   

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NINE MONTHS ENDED MARCH 31, 2001 COMPARED TO THE NINE MONTHS ENDED        
MARCH 31, 2000.                                                           

                                                        [Enlarge/Download Table]

                Alabama         Illinois         Missouri      Mississippi         Total     
             2001     2000    2001    2000     2001    2000    2001    2000    2001     2000 
            -----    -----   ------  ------   -----   -----   -----   -----   ------   ------
                                                                                             
Revenues   $1,829   $1,873  $20,924 $17,923  $1,319  $1,285  $4,709  $3,499  $28,781  $24,580
Direct                                                                                       
  Costs     1,461    1,336   14,509  11,801     949     797   3,276   2,381   20,195   16,315
            -----    -----   ------  ------   -----   -----   -----   -----   ------   ------
Gross                                                                                        
  Margin      368      537    6,415   6,122     370     488   1,433   1,118    8,586    8,265

Operating                                                                                    
  Expenses    375      338    3,108   2,818     373     382     960     796    4,816    4,334
            -----    -----   ------  ------   -----   -----   -----   -----   ------   ------
Operating                                                                                    
  income                                                                                     
  (loss)      (7)      199    3,307   3,304     (3)     106     473     322    3,770    3,931

 Net Income                                                                                  
  (loss)   $  (7)   $  199   $3,307  $3,304   $ (3)   $ 106  $  473   $ 322  $ 3,770   $3,931
            =====    =====   ======  ======   =====   =====   =====   =====   ======   ======
 Total                                                                                       
  Assets   $  676   $2,079   $5,501  $4,073  $1,301  $1,279  $1,739  $1,386   $9,217  $ 8,817
            =====    =====   ======  ======   =====   =====   =====   =====   ======   ======


Reconciliation of segments'  operating income to  the consolidated  net   
gain (loss) is as follows:                                                
                         2001       2000
                         ------     ------
Segments' operating income              $ 3,770    $ 3,931                
Less:                                                                     
Income tax expense                      12        546           
Corporate overhead expense           6,735      2,552           
                         ------     ------
Net income (loss)                       $ 2,977    $   833                
                         ======     ======

Reconciliation of segments' total assets to consolidated net assets       
is as follows:                                                            

Segments Total Assets                   $ 9,217    $ 8,817                

Plus:                                                                     
Corporate/support entities' total assets  1,779      2,602                
                         ------     ------
Total Assets                       $10,996    $11,419           
                         ======     ======

Client  Service  Revenue:   Revenues   derived  from  services  to  the   
Company's clients for the nine  months  ended March  31, 2001  grew  to   
approximately $28.8 Million reflecting an increase of $4.2  Million  or   
17% over the first three quarters of fiscal 2000.                         

Approximately $25.6 Million, or 89%, of the Company's revenues for  the   
first  nine  months of fiscal 2001 were derived from contracts pursuant   
to which the Company provides custodial  services  to clients in  their   
homes.  For  the  same  quarters  of  fiscal  2000,  contract  services   
represented $22.1 Million or 90% of total revenues. Approximately  $3.2   
Million, or  11%,  of  the Company's  2001  revenue  was  derived  from   
commercial payors, institutional staffing arrangements, and private pay   
arrangements as compared to $2.5 Million or 10% for the same quarter of   
2000.                                                                     

A comparison of the  first nine months of  fiscal 2001 as contrasted to   
the same period in fiscal 2000, by state, shows the greatest percentage   
revenue  growth  ( $1.2 million or  35%) in  Mississippi,  followed  by   
Illinois  ($3 million  or 17%)  and  Missouri ($34,000  or 3%). Alabama   
revenues  declined  by  $44,000  or  2% from  2000 to 2001 due  to  the   
Company's decision to consolidate offices and/or  de-emphasize services   
in certain rural markets.                                                 

Approximately 79% ($3.3  Million)of the fiscal  2001 growth in  revenue   
was  derived  from  services  provided  to  clients  of  the   Illinois   
Department on Aging ("IDOA"). Services  to  IDOA client amounted to 64%   
of  consolidated  revenues  for  the  nine  months ended March 31, 2001   
versus 63% for the same period last year.  The Company realized, as  of   
July 1, 2000, a  2.5% rate increase for  all services provided to  IDOA   
clients.                                                                  

Direct Costs of Providing  Services: Direct costs of providing services   
to clients, comprised  entirely  of wages and  related expenses paid to   
field staff members, were $20.2 Million  (70% of revenues) for the nine   
months ended March 31,  2001 versus $16.3 Million (66% of revenues) for   
the same period one year earlier. The increase of $3.9 Million (24%) is   
attributable partially to the  increase in service  volume, as  well as   
increased field staff wages necessitated by the tight labor market.   A   
comparison of  direct costs by  segment shows  that, as a percentage of   
revenues, Illinois direct costs were 69% of revenues as compared to 66%   
for  the same period one  year earlier. Alabama direct costs  were  80%   
for  2001  compared  to 71%  for the corresponding nine month period in   
2000.  Missouri direct costs  were 72% of revenues for the nine  months   
ended  March 31,  2001 versus  62% of revenues for the same nine  month   
period one year earlier.  Mississippi direct costs were 69% of revenues   
for  2001  versus  68% for the same three quarters in fiscal 2000.  The   
decrease  in  performance  was  generally  due to increased field staff   
labor  costs  associated  with  the  tight  labor market, which was not   
offset by increased reimbursement rates.                                  

The gross margin on services grew by approximately $321,000 in 2001 and   
reached $8.6  Million  as  compared to  $8.3 Million  for the same nine   
months  in fiscal  2000.  Gross  margin contributions by state  include   
$6.1  Million  for Illinois  (compared to $6.1 for the same nine months   
last year); $368,000 for Alabama (as compared  to $537,000 for the same   
period last  year),  $370,000 for Missouri (as compared to $488,000 for   
the  same  period  last  year)  and  $1.4  million  for Mississippi (as   
compared to $1.8 million for the same period last year).                  

Selling, General and Administrative  Expense: Overall selling,  general   
and administrative expenses were $11.5Million for the nine month period   
ended March 31, 2001 versus $6.9 million for the same period last year.   
The  increase  is  primarily  due to  amounts  which  became due to Mr.   
Goldstein, the former CEO,  under his  employment agreement as a result   
of his sale of his stock in the  company and partially due to increased   
factoring costs. The amounts due to Mr. Goldstein were fully accrued in   
the first quarter of fiscal 2001.                                         

Selling, general and  administrative expense for  the nine months ended   
March  31,  2001  represented  40% of  revenues as compared  to 28%  of   
revenues for the same nine  month period  in  fiscal 2000.  The pre-tax   
loss for fiscal 2001 was $2,965,000 versus pre-tax income of $1,379,000   
on continuing operations for the same nine months last year.              

Administrative  salaries  and   benefits  associated  with   operations   
increased  by $4,041,000 for  the nine  months  to  $7,525,000   versus   
$3,484,000  for  the  same  period  one  year  earlier.   The  increase   
is  primarily  attributable  amounts which became due to Mr.  Goldstein   
under his employment agreement in the first quarter as a result of  the   
sale of his stock in the company.                                         

Professional fees and insurance expenses grew by $123,000 to $1,005,000   
during  the  nine  months  due to  higher insurance premiums  and  fees   
associated  with  computer  programming  personnel.  Occupancy expenses   
increased from $795,000 to $888,000 due to the opening of new locations.  
Travel  and  entertainment  expenses  increased by  $187,000 during the   
first  nine  months of  2001, moving from $173,000 to $360,000 with the   
bulk  of  the  increase  attributable  to increases in corporate travel   
expenses,  which  occurred  in  the  first quarter.  Bad  debt expenses   
decreased  by $55,000 from  $486,000 to $431,000.  The decrease was due   
to an additional bad debt accrual in the prior year that was no  longer   
necessary.  Depreciation and amortization expense increased by $1000 to   
$70,000 for the nine months.                                              

With respect to the Company's identified segments, Illinois  operations   
experienced a  $291,000  increase  in  overall operating expenses which   
grew from $2,818,000 to $3,108,000 for the nine months  ended March 31,   
2001.  The entirety of  the growth is due  to service volume growth  in   
established locations.  Alabama operating expenses increased by $37 000   
from 2000 to 2001 due  to additional supervisory requirements under its   
contracts. Missouri operating expenses decreased by $9,000 in the first   
nine months of  2001  due  to cost containment measures instituted as a   
result of the changes in referral processes in that state.  Mississippi   
operating expenses increased by $196,000  to $960,000  during the first   
nine months of 2001  reflecting the overall increase in service  volume   
in the state.                                                             

Earnings: A net loss of $2,977,000 for the nine months ended March  31,   
2001  compares to  a net income  of  $833,000  for  the same nine month   
period last  year.  Loss per share of common stock was $(1.59) compared   
to earnings  per  share  of $.45 for the nine month period in the prior   
fiscal  year.    The loss was primarily due to amounts that came due to   
Mr. Goldstein under his employment agreement as a result of the sale of   
his stock in the company. These amounts were fully accrued in the first   
quarter.  The EPS calculation is based on  the computational guidelines   
for  earnings  per  share information  contained  in the FASB Statement   
of  Financial  Accounting Standards  No. 128, "Earning Per Share."  The   
Company has 1,869,375 shares of Common  Stock outstanding.                

LIQUIDITY AND CAPITAL RESOURCES:                                          
The Company's  basic  cash  requirements are  for  operating  expenses,   
generally comprised of labor, occupancy and administrative costs.   The   
Company relied  in fiscal  2001 on  approximately $1.4  Million of  new   
borrowings  under  its  existing  credit  facility to augment cash flow   
from  operations for business  expansion.  The  Company's  secured debt   
obligations   total  approximately   $400,000  as   of March 31,  2001.   
Total  working  capital was  at $800,000  as  of March 31, 20010 versus   
$800,000 as of the same date in 2000.                                     

Cash provided  by  operations  in fiscal  2001  was   $593,000   versus   
$3,748,000 for the same quarter in fiscal 2000.                           

The Company had approximately $189,000 of  cash on hand as of March 31,   
2001  as contrasted  to $817,000  of  cash on  hand  at March 31, 2000.   
Based  on  the  Company's   operating  projections,  cash   flows  from   
established operations should be sufficient to  fund existing  business   
locations during the remainder of the fiscal year.                        

The  Company had  1,638,750 Warrants outstanding with an exercise price   
of  $6.00.  The Warrants expired on December 5, 2000 in accordance with   
their terms.  As of the close of business on July 31, 2001, the closing   
price of the Common Stock on  the OTC/BB Stock Market was $.71.           

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PART II.  OTHER INFORMATION                                               

ITEM 1.   LEGAL PROCEEDINGS                                               

The Company is not a party  to any legal proceedings which it  believes   
may have  a  materially  adverse  effect  on  the  Company's  financial   
condition or results of operations.                                       

ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS                       

None.                                                                 

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES.                                

None.                                                                 

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

None.                                                                 

ITEM 5.   OTHER INFORMATION.                                              

None.                                                                 

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K.                               

None.                                                                 

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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.                             

HELP AT HOME, INC.                                

Registrant                                        

Date: May 9, 2001              /s/ Joel Davis     
                                    ------------------------
                      Joel Davis
                     President

Dates Referenced Herein   and   Documents Incorporated by Reference

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		6/30/00		7					10KSB,  NT 10-K
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