
                                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]


<PAGE>

                             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

<PAGE>
<TABLE>

                           HELP AT HOME, INC.
                      Consolidated Balance Sheet
                                                          March 31
                                                            2001
                                                         (Unaudited)
                                                         -----------
         <S>                                            <C>
                                  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.


</TABLE>
<PAGE>
<TABLE>

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

                                               Three Months Ended March 31
                                                    2001          2000
                                                 ----------    ----------
   <S>                                          <C>           <C>
   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.

</TABLE>
<PAGE>
<TABLE>

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


                                                Nine Months Ended March 31
                                                    2001          2000
                                                 ----------    ----------
   <S>                                          <C>           <C>
   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.

</TABLE>
<PAGE>
<TABLE>


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

                                              Nine Months Ended March, 31
                                                 2001             2000
                                               ---------       ----------
     <S>                                     <C>              <C>
     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.

</TABLE>
<PAGE>

                             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.
<PAGE>

   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.
<PAGE>

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

<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
               -----  -----   -----   -----  -----  ----   -----  -----   -----  -----
 <S>            <C>    <C>   <C>     <C>     <C>    <C>   <C>    <C>     <C>    <C>
 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
               =====  =====   =====   =====  =====  ====   =====  =====   =====  =====
</TABLE>

   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."
<PAGE>


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

                  Alabama          Illinois         Missouri       Mississippi          Total
               2001     2000     2001    2000     2001    2000     2001    2000     2001     2000
              -----    -----    ------  ------   -----   -----    -----   -----    ------   ------
  <S>        <C>      <C>      <C>     <C>      <C>     <C>      <C>     <C>      <C>      <C>
  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
              =====    =====    ======  ======   =====   =====    =====   =====    ======   ======

</TABLE>
   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.
<PAGE>


   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.
<PAGE>

                                SIGNATURES

   Pursuant to the requirements  of the Securities  Exchange Act of  1934,
   the Registrant has duly caused this  report to be signed on its  behalf
   by the undersigned thereunto duly authorized.


               HELP AT HOME, INC.

               Registrant


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



