U.S. Securities and Exchange Commission

Washington D.C. 20549



Form 10-QSB



(Mark one)



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

EXCHANGE ACT OF 1934



For the quarterly period ended June 30, 2002



[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES

EXCHANGE ACT OF 1934



For the transition period from ______ to ______





Commission file number: 000-28679



MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

(Name of Small Business Issuer in Its Charter)



Delaware                              Applied For

(State or Other Jurisdiction of           (IRS Employer

Incorporation or Organization)             Identification No.)



TNO Environmental Technology Valley

Laan van Westenenk 501

7334 DT Apeldoorn, The Netherlands

(Address of Principal Executive Offices)



011 31 55 534 7040

(Company's Telephone Number, Including Area Code)



APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE

PRECEDING FIVE YEARS



Check whether  the registrant filed  all documents and  reports required  to be

filed by Section l2, 13 or 15(d) of the Exchange Act after the  distribution of

securities under a plan confirmed by a court. Yes [ ] No [X]



APPLICABLE ONLY TO CORPORATE ISSUERS



State  the number of  shares outstanding  of each of  the issuer's  classes  of

common equity, as of the latest practicable date:



Common Stock - .0001 par value 7,320,055 issued

Series A Preferred - .0001 par value 535,985 issued



Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]



















<page> 1

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

Form 10-QSB

For the quarterly period ended June 30, 2002



TABLE OF CONTENTS



PAGE



Part I - FINANCIAL INFORMATION                                       3



Item 1 - Financial Statements                                        3



Accountants Review Report                                         5



Balance Sheet......................................................6



Statements of Operation............................................7



Statement of Shareholders Equity                                  8



Statements of Cash Flow...........................................12



Notes to Financial Statements.....................................14



Item 2 - Management's Discussion and Analysis of Financial

Condition and Results of Operations........................27



PART II  OTHER INFORMATION.........................................29



SIGNATURES..........................................................30































































<page> 2

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

Form 10-QSB

For the quarterly period ended June 30, 2002



PART I - FINANCIAL INFORMATION



Item I - Financial Statements



The Board of Directors of Management of Environmental Solutions  and Technology

Corp.  (MEST) as currently constituted, serves as the committee which  performs

and functions as the audit committee on behalf of the Company.  The Company has

provided  interim  financial  statements prepared by the Company's accountants,

Arenthals Grant Thornton, which have been reviewed by the Company's independent

public accountant utilizing Professional Standards of Procedures for conducting

such reviews in accordance with  generally accepted auditing standards.  Please

refer to the interim financial statements  provided  in  accordance with 17 CFR

{section}228.310(b).























MANAGEMENT OF ENVIRONMENTAL

SOLUTIONS & TECHNOLOGY CORP.

(A DEVELOPMENT STAGE COMPANY)

CONSOLIDATED FINANCIAL STATEMENTS



JUNE 30, 2002

































WILLIAMS & WEBSTER, P.S.

CERTIFIED PUBLIC ACCOUNTANTS

BANK OF AMERICA FINANCIAL CENTER

W 601 RIVERSIDE, SUITE 1940

SPOKANE, WA 99201

(509) 838-5111













<page>

---

MANAGEMENT OF ENVIRONMENTAL

SOLUTIONS & TECHNOLOGY CORP.

(A DEVELOPMENT STAGE COMPANY)



TABLE OF CONTENTS







ACCOUNTANT'S REVIEW REPORT                                              1





CONSOLIDATED FINANCIAL STATEMENTS



Consolidated Balance Sheets                                      2



Consolidated Statements of Operations and Comprehensive Loss     3



Consolidated Statement of Stockholders' Equity                   4



Consolidated Statements of Cash Flows                            5





NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS                          6















































































<page>

---











To the Board of Directors

Management of Environmental

Solutions & Technology Corp.

Apeldoorn, The Netherlands





ACCOUNTANT'S REVIEW REPORT



We  have reviewed the accompanying consolidated balance sheets of Management of

Environmental  Solutions & Technology Corp. (a development stage company) as of

June  30, 2002 and  the  related  consolidated  statements  of  operations  and

comprehensive  loss,  stockholders'  equity and cash flows for the three months

and six months ended June 30, 2002, for  the  three months and six months ended

June 30, 2001, and for the period from December  10,  1997  (inception) to June

30, 2002.  These financial statements are the responsibility  of  the Company's

management.



We  conducted  our  review  in  accordance  with  standards established by  the

American  Institute  of  Certified Public Accountants.   A  review  of  interim

financial information consists principally of applying analytical procedures to

financial data and making  inquiries  of  persons responsible for financial and

accounting  matters.   It is substantially less  in  scope  than  an  audit  in

accordance with auditing  standards  generally accepted in the United States of

America, the objective of which is the  expression  of an opinion regarding the

financial statements taken as a whole.  Accordingly,  we do not express such an

opinion.



Based on our review, we are not aware of any material modifications that should

be made to the accompanying financial statements in order  for  them  to  be in

conformity  with  accounting principles generally accepted in the United States

of America.



The financial statements  for  the year ended December 31, 2001 were audited by

us and we expressed an unqualified  opinion  on them in our report dated August

29, 2002.  We have not performed any auditing procedures since that date.



As discussed in Note 2, the Company has been in the development stage since its

inception on December 10, 1997 and has had recurring  losses  and  no revenues.

The  Company's  decision  is  to  perfect  its technological application before

entering the market.  Realization of a major portion of the assets is dependent

upon the Company's ability to meet its future  financing  requirements  and the

success of future operations.  These factors raise substantial doubt about  the

Company's ability to continue as a going concern.  Management's plans regarding

those matters are described in Note 2.  The financial statements do not include

any adjustments that might result from the outcome of this uncertainty.



/s/ Williams & Webster, P.S.



Williams & Webster, P.S.

Certified Public Accountants

Spokane, Washington

September 3, 2002









<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

(A Development Stage Company)

CONSOLIDATED BALANCE SHEET





June 30,

2002      December 31,

(Unaudited)      2001

------------  ------------

ASSETS

CURRENT ASSETS

Cash                                               $    84,913   $   203,652

Tax refunds receivable                                  46,650        29,867

Receivables, related parties                            39,725           -

Other receivables                                          498         5,126

Prepaid expenses                                         2,836         2,836

------------  ------------

Total Current Assets                                 174,622       241,481

------------  ------------

PROPERTY AND EQUIPMENT (net of depreciation)               1,643         3,201

------------  ------------

TOTAL ASSETS                                         $   176,265   $   244,682

============  ============



LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

Accounts payable                                   $   105,067   $    38,979

Accrued expenses                                         9,334         6,988

Deferred costs                                           7,909           -

Bank overdraft                                           6,126         6,708

------------  ------------

Total Current Liabilities                            128,436        52,675

------------  ------------



COMMITMENTS AND CONTINGENCIES                                -             -



STOCKHOLDERS' EQUITY

Preferred stock - Series A;

$0.0001 par value, 5,000,000 shares

authorized, 535,985 issued and

outstanding, aggregate liquidation

preference of $2,143,940                                  53            53



Common stock; $0.0001 par value,

30,000,000 shares authorized,

7,320,055 shares issued and outstanding                  732           732



Additional paid-in capital                           3,221,643     3,221,643

Stock options                                        3,000,568     3,000,568

Deficit accumulated during development stage        (5,981,096)   (5,747,917)

Accumulated other comprehensive loss                  (194,071)     (283,072)

------------  ------------

Total Stockholders' Equity                            47,829       192,007

------------  ------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY           $   176,265   $   244,682

============  ============







See accompanying notes and accountants review report.



<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF OPERATION AND COMPREHENSIVE LOSS





Period from

December 17,

1997

Three Months Ended          Six Months Ended        (Inception)

June 30,                   June 30,                to

--------------------------  --------------------------     June 30,

2002          2001          2002          2001           2002

(Unaudited)   (Unaudited)   (Unaudited)   (Unaudited)   (Unaudited)

------------  ------------  ------------  ------------  ------------



REVENUES                       $       -     $       -     $       -     $       -     $       -

------------  ------------  ------------  ------------  ------------

OPERATING EXPENSES

General and administrative        44,072       114,536       118,802       117,877     4,464,267

Research and development             -          70,982           -         131,871       608,357

Depreciation                         116           918           943         1,901        11,634

------------  ------------  ------------  ------------  ------------

Total Operating Expenses            44,188       186,436       119,745       251,649     5,084,258



LOSS FROM OPERATIONS               (44,188)     (186,436)     (119,745)     (251,649)   (5,084,258)



OTHER INCOME (EXPENSES)

Interest income                    8,345        15,573        12,863        26,251       183,092

Net gain (loss) from

joint venture                 (144,386)      (77,935)     (125,907)      (77,935)   (1,077,008)

Interest expense                    (185)           -           (390)          -          (2,922)

------------  ------------  ------------  ------------  ------------

Other Income (Expense)        (136,226)      (62,362)     (113,434)      (51,684)     (896,838)

------------  ------------  ------------  ------------  ------------



LOSS BEFORE INCOME TAXES          (180,414)     (248,798)     (233,179)     (303,333)   (5,981,096)



INCOME TAX EXPENSE                     -             -             -             -             -

------------  ------------  ------------  ------------  ------------



NET LOSS                          (180,414)     (248,798)     (233,179)     (303,333)   (5,981,096)



OTHER COMPREHENSIVE INCOME (LOSS)

Foreign currency translation

gain (loss)                     81,977       (11,501)       89,001       (89,597)     (194,071)

------------  ------------  ------------  ------------  ------------

COMPREHENSIVE LOSS             $   (98,437)  $  (260,299)  $  (144,178)  $  (392,930)  $(6,175,167)

============  ============  ============  ============  ============



NET LOSS PER COMMON SHARE,

BASIC AND DILUTED            $     (0.02)  $     (0.03)  $     (0.03)  $     (0.04)

============  ============  ============  ============







WEIGHTED AVERAGE NUMBER OF

COMMON SHARES OUTSTANDING,

BASIC AND DILUTED              7,320,055     7,320,055     7,320,055     7,320,055

============  ============  ============  ============















See accompanying notes and accountants review report.



<page> 7

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY



<TABLE>

<CAPTION>

Accumulated     Accumulated

Preferred  Stock                 Common  Stock                                             Deficit          Other

------------------------------  ------------------------------     Additional                      During       Comprehensive      Total

Number of                     Number of                          Paid-in       Stock        Development        Income       Stockholders'

Shares        Amount          Shares           Amount           Capital       Options         Stage           (Loss)          Equity

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------


                <c>             <c>             <c>             <c>             <c>             <c>             <c>             <c>             <c>

Inception,

Dec. 10, 1997              -     $         -               -     $         -     $         -     $         -     $         -     $        -      $       -

Issuance of common

stock for cash on

Dec. 11, 1007 for

$1.00 per share             -               -             5,000               1           5,009             -               -              -            5,010

Issuance of common

stock to acquire

STB corp. on Dec.

26, 1997 at $1.00

per share                   -               -               175             -               175             -               -              -              175

Net loss for year

ended Dec. 31, 1997         -               -               -               -               -               -           (46,869)           -          (46,869)

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

Balance,

Dec. 31, 1997               -               -             5,175               1           5,184             -           (46,869)           -          (41,684)

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

Issuance of common

stock as follows:

For cash on March

10, 1998 at $.017

per share                   -               -         5,394,880             539         899,911             -               -              -          900,450

To acquire

subsidiary on

April 9, 1998 at

$0.01 per share             -               -         1,920,000             192          19,808             -               -              -           20,000

Issuance of

preferred stock

for cash:

December 1998 at

$3.73 per share          23,900               2             -               -            89,246             -               -              -           89,248

Issuance of stock

options for

compensation on

Aug. 31, 1998 at

$2.62 per option            -               -               -               -               -          865,938              -              -          865,938

Net loss for year

ended Dec. 31, 1998         -               -               -               -               -              -         (1,263,080)        15,284     (1,278,364)

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

Balance,

Dec. 31, 1998            23,900               2       7,320,055             732       1,014,149        865,938       (1,325,233)        15,284        570,872

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

</table>











See accompanying notes and accountants review report.

<page> 8

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY



<TABLE>

<CAPTION>

Accumulated     Accumulated

Preferred  Stock                 Common  Stock                                             Deficit          Other

------------------------------  ------------------------------     Additional                      During       Comprehensive      Total

Number of                     Number of                          Paid-in       Stock        Development        Income       Stockholders'

Shares        Amount          Shares           Amount           Capital       Options         Stage           (Loss)          Equity

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------


                <c>             <c>             <c>             <c>             <c>             <c>             <c>             <c>             <c>

Balance carry-forward

Dec. 31, 1998            23,900               2       7,320,055             732       1,014,149        865,938       (1,325,233)        15,284        570,872

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

Issuance of

preferred stock

for cash:

Jan. 1999 at

$3.92 per share          23,350               2             -               -            91,644            -                -             -            91,646

Feb. 1999 at

$3.96 per share          48,050               4             -               -           190,196            -                -             -           190,200

Mar. 1999 at

$3.90 per share          10,300               1             -               -            40,199            -                -             -            40,200

April 1999 at

$4.00 per share          11,300               1             -               -            45,199            -                -             -            45,200

May 1999 at

$3.85 per share          12,640               1             -               -            48,684            -                -             -            48,685

June 1999 at

$4.01 per share          82,900               8             -               -           332,237            -                -             -           332,245

July 1999 at

$4.00 per share          88,700               9             -               -           354,941            -                -             -           354,950

Aug. 1999 at

$4.02 per share          25,770               3             -               -           103,494            -                -             -           103,497

Sept. 1999 at

$3.43 per share          26,500               3             -               -            90,997            -                -             -            91,000

Oct. 1999 at

$4.22 per share           6,200               1             -               -            26,174            -                -             -            26,175

Nov. 1999 at

$4.05 per share          40,725               4             -               -           165,086            -                -             -           165,090

Dec. 1999 at

$4.14 per share          27,150               3             -               -           112,517            -                -             -           112,520

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

Total preferred

stock issued 1999       403,585              40             -               -         1,601,368            -                -             -         1,601,408

Issuance of stock

options for

compensation on

Aug. 31, 1999 at

$3.59 per share             -               -              -                -               -          717,900              -             -           717,900

Net loss for year

ended Dec. 31, 1999         -               -              -                -               -              -         (1,810,142)     (100,988)     (1,911,130)

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

Balance,

Dec. 31, 1999           427,485              42      7,320,055              732       2,615,517      1,583,838       (3,135,375)      (85,704)        979,050

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

</table>









See accompanying notes and accountants review report.

<page> 9

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY

<TABLE>

<CAPTION>

Accumulated     Accumulated

Preferred  Stock                 Common  Stock                                             Deficit          Other

------------------------------  ------------------------------     Additional                      During       Comprehensive      Total

Number of                     Number of                          Paid-in       Stock        Development        Income       Stockholders'

Shares        Amount          Shares           Amount           Capital       Options         Stage           (Loss)          Equity

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------


                <c>             <c>             <c>             <c>             <c>             <c>             <c>             <c>             <c>

Balance carry-forward

Dec. 31, 1999           427,485              42       7,320,055             732       2,615,517       1,583,838     (3,135,375)       (85,704)         979,050

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

Issuance of

preferred stock

for cash:

Jan. 2000 at

$4.08 per share           8,300               1             -              -            33,891              -              -              -             33,892

Feb. 2000 at

$4.34 per share          23,750               2             -              -           103,054              -              -              -            103,056

Mar. 2000 at

$4.37 per share           4,500               1             -              -            19,645              -              -              -             19,646

April 2000 at

$4.16 per share          61,700               5             -              -           256,425              -              -              -            256,430

May 2000 at

$4.30 per share           5,250               1             -              -            22,598              -              -              -             22,599

June 2000 at

$4.19 per share           5,000               1             -              -            20,958              -              -              -             20,959

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

Total preferred

stock issued: 2000      108,500              11             -              -           456,571              -              -              -            456,582

Issuance of stock

options for

compensation on

Aug. 31, 2000 at

$3.84 per share             -               -              -               -               -            767,900            -              -            767,900

Expiration of

stock options on

July 31, 2000               -               -              -               -            77,088          (77,088)           -              -                -

Net loss,

Dec. 31, 2000               -               -              -               -               -                -       (1,395,315)       (97,293)      (1,492,608)

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

Balance,

Dec. 31, 2000           535,985              53      7,320,055             732       3,149,176        2,274,650     (4,530,690)      (182,997)         710,924

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

</table>























See accompanying notes and accountants review report.

<page> 10

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY



<TABLE>

<CAPTION>

Accumulated     Accumulated

Preferred  Stock                 Common  Stock                                             Deficit          Other

------------------------------  ------------------------------     Additional                      During       Comprehensive      Total

Number of                     Number of                          Paid-in       Stock        Development        Income       Stockholders'

Shares        Amount          Shares           Amount           Capital       Options         Stage           (Loss)          Equity

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------


                <c>             <c>             <c>             <c>             <c>             <c>             <c>             <c>             <c>

Balance carry-forward

Dec. 31, 2000           535,985              53      7,320,055             732       3,149,176        2,274,650     (4,530,690)      (182,997)         710,924

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------



Forgiveness of

debt by officer             -               -              -               -            62,867              -              -              -             62,867

Issuance of common

stock for cash at

$2.40 per share

on Dec. 6, 2001,

net of $2,400

financing cost              -               -            4,000             -              9,600            -              -               -              9,600

Issuance of stock

options for

compensation on

Dec. 31, 2001 at

$3.63 per option            -               -              -               -               -            725,918            -             -             725,918

Net loss for year

ended Dec. 31, 2001         -               -              -               -               -                -       (1,217,227)      (100,075)      (1,317,302)

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

Balance,

Dec. 31, 2001           535,985              53       7,324,055             732       3,221,643       3,000,568     (5,747,917)      (283,072)         192,007

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------



Net loss for

period ended

June 30, 2002              -               -               -               -               -               -          (233,179)         89,001        (144,178)

--------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------  --------------

Balance,

June 30, 2002

(Unaudited)             535,985   $          53       7,324,055   $         732   $   3,221,643   $   3,000,568   $ (5,981,096)   $    (194,071)  $     47,829

==============  ==============  ==============  ==============  ==============  ==============  ==============  ==============  =============

</table>























See accompanying notes and accountants review report.

<page> 11

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

(A Development Stage Company)

CONSOLIDATED STATEMENT OF CASH FLOWS

<TABLE>

<CAPTION>

Period from

December 17,

1997

Six Months Ended          (Inception)

June 30,                  to

------------------------------     June 30,

2002            2001          2002

(Unaudited)      (Unaudited)   (Unaudited)

--------------  --------------  --------------

<S>                                               <C>             <C>             <C>

CASH FLOWS FROM OPERATING ACTIVITIES:

Net loss                                        $    (233,179)  $    (303,333)  $  (5,981,096)

Adjustments to reconcile net loss to net cash

used in operating activities:

Depreciation                                          943           1,901         11,634

Options granted as compensation                       -                -        3,077,656

(Increase) decrease in  assets:

Tax refunds receivable                            (16,783)         23,305         (46,650)

Other receivables                                   4,628          (1,921)           (498)

Prepaid expenses                                      -            19,274          (2,836)

Increase (decrease) in liabilities:

Accounts payable                                   66,088         (30,683)         99,882

Accrued liabilities                                 2,346           2,487           9,334

Other liabilities                                   7,909             -             7,909

--------------  --------------  --------------

Net cash used by operating activities                  (168,048)       (288,970)     (2,824,665)

--------------  --------------  --------------



CASH FLOWS FROM INVESTING ACTIVITIES:

Purchase of property and equipment                        -               -           (13,893)

Loans to related parties                             (172,952)            -        (1,106,255)

Payments on loans to shareholders                     133,227         112,218       1,020,307

--------------  --------------  --------------

Net cash provided (used) by investing activities        (39,725)        112,218         (99,841)

--------------  --------------  --------------



CASH FLOWS FROM FINANCING ACTIVITIES:

Overdrafts payable                                       (582)            -             6,126

Proceeds from the sale of preferred stock                -               -         2,147,238

Proceeds from the sale of common stock                    -               -           915,060

Proceeds from related parties loans                       -               -           145,391

Payments on related party loans                           -               -           (10,390)

Cash acquired with subsidiary                             -               -            20,000

--------------  --------------  --------------

Net cash provided (used) by financing activities           (582)            -         3,223,425



Foreign currency translation gain (loss)                 89,616         (88,966)       (219,006)

--------------  --------------  --------------

Net increase (decrease) in cash                         79,913        (118,739)       (265,718)

Cash, beginning of period                               203,652         666,746           5,000

--------------  --------------  --------------

Cash, end of period                               $      84,913   $     401,028   $      84,913

==============  ==============  ==============

</table>















See accompanying notes and accountants review report.



<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

(A Development Stage Company)

CONSOLIDATED STATEMENT OF CASH FLOWS

<TABLE>

<CAPTION>

Period from

December 17,

1997

Six Months Ended          (Inception)

June 30,                  to

------------------------------     June 30,

2002            2001          2002

(Unaudited)      (Unaudited)   (Unaudited)

--------------  --------------  --------------

<S>                                               <C>             <C>             <C>



SUPPLEMENTAL ITEMS:

Interest paid                                   $         -     $         -     $         793



Income taxes paid                               $         -     $         -     $         -



NON-CASH INVESTING AND FINANCING ACTIVITIES:



Stock options granted for compensation          $         -     $         -     $   3,077,656



Stock issued for acquisitions                    $         -     $         -     $      20,175



Notes payable, related  party netted with

note receivable, related party                $         -     $      46,223   $      46,233



Forgiveness of debt by officer                  $         -     $      62,867   $      62,867



</TABLE>































































See accompanying notes and accountants review report.



<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS

& TECHNOLOGY CORP.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2002



NOTE 1 - ORGANIZATION AND HISTORY



Management  of Environmental Solutions & Technology Corp. was formed to develop

a proprietary technology for drying and treating animal manure and sludge to be

used as fertilizer.   The  "Company"  ("MEST")  was incorporated in Colorado on

December  10, 1997, followed by reorganization as  a  Delaware  corporation  on

December 18, 1997.



On December  26, 1997, the Company obtained all of the outstanding common stock

of STB Corporation,  a  shell corporation domiciled in Colorado, by issuing 175

shares of the Company's common stock.  Because STB Corporation had no assets or

operations, the Company recorded  the  transaction at the initial deemed valued

of the stock conveyed ($175), which was consistent with the deemed value of the

Company's stock issued in its immediately  precedent  initial  transaction.  In

the  year  subsequent  to the acquisition, STB Corporation was administratively

dissolved.



On April 9, 1998, the Company  issued  1,920,000  shares of its common stock to

its president in exchange for all of the issued and outstanding shares of MEST,

B.V.,  a Netherlands corporation, owned by the Company's  president.   Although

MEST, B.V.  had  no recorded assets at the time of the transaction, the Company

recorded the acquisition  at a nominal value of $0.01 per share.  The aggregate

acquisition cost of $20,000,  originally  assigned  to  intangible  assets, was

substantially written off by the end of 1998.  Currently, MEST, B.V. is used to

conduct  the  Company's  business  in the Netherlands.  MEST, B.V. was acquired

because it had certain data and technical information that the Company plans to

use in its business.



The Netherlands Organization for Applied  Scientific  Research ("TNO"), staffed

by   5,000   professionals  is  one  of  Europe's  leading  contract   research

organizations.   Using proprietary technology developed by TNO, the Company and

TNO formed a corporation  known as Manure and Sludge Technology, B.V. ("MSTec")

for the purpose of developing  a  process  for  use  on a commercial basis that

would economically refine manure and sludge into pellets,  which  could be sold

as organic fertilizer and other products.  MSTec, a Netherlands corporation, is

owned 50 percent by the Company and 50 percent by TNO.



The Company's year end is December 31.



NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES



This  summary  of  significant  accounting  policies is presented to assist  in

understanding the financial statements.  The financial statements and notes are

representations of the Company's management,  which  is  responsible  for their

integrity  and  objectivity.   These  accounting policies conform to accounting

principles generally accepted in the United  States  of  America, and have been

consistently applied in the preparation of the financial statements.



















<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS

& TECHNOLOGY CORP.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2002





NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)



Accounting Method



The  Company's  financial statements are prepared using the  accrual  basis  of

accounting in accordance  with  accounting principles generally accepted in the

United States of America.



Development Stage Activities



The Company has been in the development  stage  since its formation in December

of 1997, and has not yet realized any revenues from its planned operations.  It

is  engaged  in  the  business  of   manufacturing, distributing,  and  selling

fertilizer products.



Use of Estimates



The process of preparing financial statements  in  conformity  with  accounting

principles generally accepted in the United States of America, requires the use

of  estimates  and  assumptions regarding certain types of assets, liabilities,

revenues,  and  expenses.    Such   estimates  primarily  relate  to  unsettled

transactions  and  events  as  of  the  date   of   the  financial  statements.

Accordingly, upon settlement, actual results may differ from estimated amounts.



Cash and Cash Equivalents



The Company considers all highly liquid investments with  a  maturity  of three

months or less when purchased to be cash equivalents.



Fair Value of Financial Instruments



The carrying amounts for cash, accrued expenses and payables, and loans payable

approximate their fair value.  MEST's notes payable approximate the fair  value

of  such  instruments  based  upon management's best estimate of interest rates

that would be available to MEST for a similar financial arrangement at June 30,

2002 and December 31, 2001.



Research and Development



Research and development expenses  are  charged  to operations as incurred. The

cost  of  intellectual  property  purchased  from others  that  is  immediately

marketable or that has an alternative future use  is  capitalized as intangible

assets.   The  Company  periodically reviews its capitalized  patent  costs  to

assess recoverability based  on  the  projected  undiscounted  cash  flows from

operations.  Impairments  are  recognized in operating results when a permanent

diminution in value occurs.



The  Company constructed a testing  facility  during  1999  in  Apeldoorn,  The

Netherlands  at a cost of approximately $450,000.  These costs were expensed as

research and development during the year ended December 31, 1999.











<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS

& TECHNOLOGY CORP.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2002





NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)



Derivative Instruments



The  Financial   Accounting  Standards  Board  issued  Statement  of  Financial

Accounting Standards  ("SFAS")  No. 133, "Accounting for Derivative Instruments

and Hedging Activities," as amended by SFAS No. 137, "Accounting for Derivative

Instruments and Hedging Activities - Deferral of the Effective Date of FASB No.

133", and SFAS No. 138, "Accounting  for  Certain  Derivative  Instruments  and

Certain  Hedging  Activities", which is effective for the Company as of January

1, 2001.  This standard  establishes  accounting  and  reporting  standards for

derivative  instruments,  including certain derivative instruments embedded  in

other  contracts, and for hedging  activities.   It  requires  that  an  entity

recognize  all  derivatives as either assets or liabilities in the consolidated

balance sheets and measure those instruments at fair value.



If certain conditions are met, a derivative may be specifically designated as a

hedge, the objective  of  which  is  to  match  the  timing  of  gain  or  loss

recognition  on  the hedging derivative with the recognition of (i) the changes

in the fair value of the hedged asset or liability that are attributable to the

hedged risk or (ii)  the  earnings effect of the hedged forecasted transaction.

For a derivative not designated  as  a  hedging instrument, the gain or loss is

recognized in income in the period of change.



From November 1, 1999 to February 17, 2000,  the  Company  entered into a small

number of foreign currency purchases for cash management purposes.  The results

of these short-term transactions, which generated an aggregate  loss  of $7,124

in  1999  and  an  aggregate  gain  of  $4,262  in  2000, are included in Other

Comprehensive  Income  (Loss)  as  an element of foreign  currency  translation

earnings.  The Company engaged in no  similar foreign currency purchases either

prior to or subsequent to the aforementioned time frame.



Compensated Absences



Currently,  the  Company  has  no employees;  therefore,  no  policy  regarding

compensated absences has been established.  The Company will establish a policy

to recognize the costs of compensated absences at the point in time that it has

employees.



Advertising Expenses



Advertising  expenses  consist primarily  of  costs  incurred  in  the  design,

development, and printing  of  Company literature and marketing materials.  The

Company expenses all advertising expenditures as incurred.





















<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS

& TECHNOLOGY CORP.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2002



NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)



Provision for Taxes



Income  taxes  are provided based  upon  the  liability  method  of  accounting

pursuant to SFAS  No.  109 "Accounting for Income Taxes."  Under this approach,

deferred income taxes are  recorded  to  reflect the tax consequences on future

years of differences between the tax basis  of assets and liabilities and their

financial  reporting  amounts  at  each year-end.   A  valuation  allowance  is

recorded against deferred tax assets if management does not believe the Company

has met the "more likely than not" standard  imposed  by  SFAS No. 109 to allow

recognition of such an asset.



At  June  30,  2002,  the Company had net deferred tax assets of  approximately

$430,000, principally arising  from net operating loss carryforwards for income

tax purposes.  As management of  the  Company  cannot determine that it is more

likely than not that the Company will realize the  benefit  of the net deferred

tax asset, a valuation allowance equal to the net deferred tax  asset  has been

established at June 30, 2002.



At  June  30,  2002,  the  Company  has  net  operating  loss  carryforwards of

approximately  $5,800,000,  which expire in the years 2017 through  2022.   The

Company recognized approximately  $3,000,000  of  losses  for  the  issuance of

common  stock  options for services, which are not deductible for tax purposes,

and are not included in the above calculation of deferred tax asset.



Loss Per Share



Basic loss per share  was  computed  by  dividing  the net loss by the weighted

average  number of shares outstanding during the year.   The  weighted  average

number of  shares was calculated by taking the number of shares outstanding and

weighting them  by  the  amount  of  time  they  were outstanding.  Outstanding

options and convertible preferred stock were not included in the computation of

diluted loss per share because the exercise price of the outstanding options is

higher than the market price of the stock, thereby  causing  the  options to be

antidilutive.



Going Concern



The  accompanying  financial  statements  have been prepared assuming that  the

Company will continue as a going concern.



As shown in the accompanying financial statements, the Company has no revenues,

has incurred a net loss of $233,179 for the six months ended June 30, 2002, has

an accumulated deficit of $5,981,096 and has  had  no sales.  The future of the

Company   is   dependent  upon  successful  and  profitable   operations   from

manufacturing,  distributing,   and   selling  its  fertilizer  products.   The

financial  statements  do  not  include  any   adjustments   related   to   the

recoverability  and  classification  of  recorded  assets,  or  the amounts and

classification of liabilities that might be necessary in the event  the Company

cannot continue in existence.



Management has established plans designed to promote the sales of the Company's

product.   Management  intends  to  seek  additional  capital  from  new equity

securities offerings that will provide funds needed to increase liquidity, fund

internal growth and fully implement its business plan.

<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS

& TECHNOLOGY CORP.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2002



NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)



Principles of Consolidation



The  consolidated  financial  statements  include the accounts of MEST and  its

wholly owned subsidiary, MEST, B.V. after elimination  of intercompany accounts

and transactions.  Manure and Sludge Technology, B.V. ("MSTec"),  a  50 percent

owned corporation is reflected in the financial statements on the equity method

of  accounting,  and  not  included  in  the  financial statements as an entity

subject to consolidation.



Accounting for Stock Options Granted to Employees and Nonemployees

Statement of Financial Accounting Standards No.  123,  "Accounting  for  Stock-

Based  Compensation"  ("SFAS  No.  123"),  defines a fair value-based method of

accounting for stock options and other equity  instruments.   The  Company  has

adopted  this  method, which measures compensation costs based on the estimated

fair value of the award and recognizes that cost over the service period.



Interim Financial Statements



The interim financial  statements  for the period ended June 30, 2002, included

herein have not been audited, at the  request of the Company.  They reflect all

adjustments, which are, in the opinion  of  management,  necessary  to  present

fairly  the  results  of  operations  for the period.  All such adjustments are

normal  recurring  adjustments.   The results  of  operations  for  the  period

presented is not necessarily indicative  of  the results to be expected for the

full fiscal year.



Impaired Asset Policy



In March 1995, the Financial Accounting Standards  Board  issued  a  statement,

SFAS  No.  121, titled "Accounting for Impairment on Long-lived Assets,"  which

has been replaced  by  SFAS  No. 144, "Accounting for Impairment of Disposal of

Long-Lived Assets."  In complying  with  this standard, the Company reviews its

long-lived  assets  quarterly  to  determine  if   any  events  or  changes  in

circumstances have transpired which indicate that the  carrying  value  of  its

assets  may not be recoverable.  The Company determines impairment by comparing

the undiscounted  future  cash flows estimated to be generated by its assets to

their respective carrying amounts.



The Company does not believe  any  adjustments are needed to the carrying value

of its assets at June 30, 2002.



Comprehensive Income



Effective  January  1,  1998, the Company  adopted  SFAS  No.  130,  "Reporting

Comprehensive Income" (SFAS  130),  which  was  issued  in June 1997.  SFAS 130

establishes rules for the reporting and display of comprehensive income and its

components.   The  effect  of  the  adoption  of SFAS 130 is reflected  in  the

accompanying  financial  statements  and included  under  the  headings  "Other

Comprehensive Loss."









<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS

& TECHNOLOGY CORP.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2002



NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)



Foreign Currency Translation Gains/Losses



The Company has adopted Financial Accounting  Standard No. 52.  Monetary assets

and liabilities denominated in foreign currencies  are  translated  into United

States dollars at rates of exchange in effect at the balance sheet date.  Gains

or  losses are included in income for the year, except gains or losses  related

to long-term  debt  which are deferred and amortized over the remaining term of

the debt.  Non-monetary  assets,  liabilities  and  items  recorded  in  income

arising  from transactions denominated in foreign currencies are translated  at

rates of exchange in effect at the date of the transaction.



Property and Equipment



Property and  equipment  are  stated  at  cost.   Depreciation  of property and

equipment  is  calculated  using  the  straight-line  method over the estimated

useful lives of the assets, which range from three to ten years.  See Note 4.



Concentration of Credit Risk



The  Company  maintains  its  cash  in the Netherlands financial  institutions.

These  financial  institutions  are  considered  credit  worthy  and  have  not

experienced any losses on deposits at  June  30, 2002.  The funds are valued in

U.S. dollars and are fully insured.



Recent Accounting Pronouncements



In April 2002, the Financial Accounting Standards  Board  issued  Statement  of

Financial  Accounting Standards No. 145, "Rescission of FASB Statements No. 44,

and 64, Amendment  of  FASB Statement No. 13, and Technical Corrections", which

updates, clarifies and simplifies existing accounting pronouncements.  FASB No.

4, which required all gains  and  losses  from the extinguishment of debt to be

aggregated  and,  if material, classified as  an  extraordinary  item,  net  of

related tax effect  was  rescinded, as a result, FASB 64, which amended FASB 4,

was rescinded as it was no  longer  necessary.   FASB  145  amended  FASB 13 to

eliminate  an  inconsistency between the required accounting for sale-leaseback

transactions and  the  required accounting for certain lease modifications that

have  economic  effects  that   are  similar  to  sale-leaseback  transactions.

Management has not yet determined the effects of adopting this Statement on the

financial position or results of operations.



In October 2001, the Financial Accounting  Standards  Board issued Statement of

Financial  Accounting  Standards  No. 144, "Accounting for  the  Impairment  or

Disposal of Long-Lived Assets" (SFAS  No.  144).   SFAS  144 replaces SFAS 121,

"Accounting for the Impairment of Long-Lived Assets and for  Long-Lived  Assets

to  Be  Disposed  Of."  This new standard establishes a single accounting model

for long-lived assets  to  be  disposed  of  by  sale,  including  discontinued

operations.  Statement 144 required that these long-lived assets be measured at

the lower of carrying amount or fair value less cost to sell, whether  reported

in  continuing  operations  or  discontinued  operations.   This  statement  is

effective  beginning  for  fiscal  years  after December 15, 2001, with earlier

application encouraged.  The Company adopted SFAS 144 and does not believe that

the adoption will have a material impact on  the  financial  statements  of the

Company at June 30, 2002.



<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS

& TECHNOLOGY CORP.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2002



NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)



Recent Accounting Pronouncements (continued)

In  October 2001, the Financial Accounting Standards Board issued Statement  of

Financial  Accounting  Standards  No.  143,  "Accounting  for  Asset Retirement

Obligations"  (SFAS No. 143).  SFAS No. 143 establishes guidelines  related  to

the retirement  of tangible long-lived assets of the Company and the associated

retirement costs.   This  statement required that the fair value of a liability

for an asset retirement obligation  be  recognized in the period in which it is

incurred if a reasonable estimate of fair  value  can  be made.  The associated

asset retirement costs are capitalized as part of the carrying  amount  of  the

long-lived assets.  This statement is effective for financial statements issued

for the fiscal years beginning after June 15, 2002 and with earlier application

encouraged.   The  Company  adopted  SFAS No. 143 and does not believe that the

adoption will have a material impact on the financial statements of the Company

at June 30, 2002.



In June 2001, the FASB issued SFAS No.  141,  "Business  Combinations" and SFAS

No. 142, "Goodwill and Other Intangible Assets".  SFAS No. 141 provides for the

elimination  of  the  pooling-of-interest  method  of accounting  for  business

combinations with an acquisition date of July 1, 2001  or  later.  SFAS No. 142

prohibits  the  amortization  of  goodwill  and  other intangible  assets  with

indefinite lives and requires periodic reassessment  of the underlying value of

such  assets  for  impairment.   SFAS  No. 142 is effective  for  fiscal  years

beginning  after December 15, 2001.  An early  adoption  provision  exists  for

companies with  fiscal  years beginning after March 15, 2001.  The Company does

not have assets with indeterminate lives.



In September 2000, the FASB  issued  SFAS No. 140 "Accounting for Transfers and

Servicing  of  Financial  Assets  with Extinguishment  of  Liabilities."   This

statement  provides  accounting  and  reporting   standard  for  transfers  and

servicing  of  financial  assets  and extinguishment of  liabilities  and  also

provides consistent standards for distinguishing  transfers of financial assets

that are sales from transfers that are secured borrowings.   SFAS  No.  140  is

effective   for   recognition   and  reclassification  of  collateral  and  for

disclosures related to securitization  transactions  and  collateral for fiscal

years  ending  after  December  15,  2000, and is effective for  transfers  and

servicing  of  financial assets and extinguishments  of  liabilities  occurring

after March 31, 2001.  The Company believes that the adoptions of this standard

will not have a  material  effect  on  the  Company's  results of operations or

financial positions.



Reclassification



Certain amounts from prior periods have been reclassified  to  conform  to  the

current  period presentation.  This reclassification has resulted in no changes

to the Company's accumulated deficit or net losses presented.

















<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS

& TECHNOLOGY CORP.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2002





NOTE 3 - RELATED PARTY TRANSACTIONS



The president  of  the Company conveyed all outstanding shares of MEST, B.V. to

the Company in exchange  for  1,920,000  shares  of common stock of the Company

during the year ended December 31, 1998.



In January 2002, the Company loaned $200,000 to an  officer.   In  April  2002,

$150,000 was repaid and the Company also received a mortgage on real estate  as

collateral for its loan.



NOTE 4 - PLANT, PROPERTY AND EQUIPMENT



Property  and equipment are recorded at cost.  Major additions and improvements

are capitalized.   Minor  replacements,  maintenance  and  repairs  that do not

increase the useful lives of the assets are expensed as incurred.  Depreciation

of  property  and equipment is being calculated using the straight-line  method

over the expected  useful  lives  of  the assets.  Depreciation expense for the

periods ended June 30, 2002 and 2001 was $943 and $1,901, respectively.



NOTE 5 - PREFERRED STOCK



The  Company  is authorized to issue 5,000,000  shares  of  $0.0001  par  value

preferred stock;  535,985 Series A preferred shares were issued and outstanding

at June 30, 2002 and  December  31,  2001.    Each  share of Series A preferred

stock is entitled to a dividend at the rate of $0.30  per share if the board of

directors declares a dividend, although no dividends have  been declared.  Upon

liquidation or dissolution of the Company, each outstanding  share  of Series A

preferred stock is entitled to a distribution of $4.00 per share prior  to  any

distribution  to  common  stock shareholders.  Series A preferred stock is non-

voting, and each share is convertible  into  one  share of the Company's common

stock at any time after June 1, 1999.



During the year ended December 31, 1998, the Company  sold 23,900 shares of its

preferred stock at an average price of $3.73 per share.   During the year ended

December 31, 1999, the Company sold 403,585 shares of its preferred stock at an

average price of $3.93 per share.  During the year ended December 31, 2000, the

Company sold 108,500 shares of its preferred stock at an average price of $4.21

per share.



NOTE 6 - COMMON STOCK



The  Company  is  authorized  to issue 30,000,000 shares of $0.0001  par  value

common stock: 7,324,055 and 7,324,055  shares  were  issued  and outstanding at

March  31,  2002  and December 31, 2001, respectively.  Each holder  of  common

stock has one, non-cumulative  vote  per share on all matters voted upon by the

shareholders.  There are no preemptive rights or other rights of subscription.

















<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS

& TECHNOLOGY CORP.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2002





NOTE 6 - COMMON STOCK (CONTINUED)



During the period ended December 31, 1997,  the  Company issued 5,000 shares of

its common stock for cash at $1.00 per share and 175 shares of its common stock

valued at $1.00 per share to acquire STB Corp.  The  stock  was  valued  at its

fair market value on the date of issuance.



During  the year ended December 31, 1998, the Company sold 5,394,880 shares  of

its common stock for cash at $0.17 per share and issued 1,920,000 shares of its

common stock  at $0.01 per share to acquire a subsidiary.  The stock was valued

at the fair market value on the date of issuance.



During the year  ended  December 31, 2001, the Company sold 4,000 shares of its

common stock for cash at $3.00 per share.



NOTE 7 - JOINT VENTURE INVESTMENT IN MANURE AND SLUDGE TECHNOLOGY, B.V.



Manure and Sludge Technology,  B.V.  (hereinafter  "MSTec")  is  a  Netherlands

corporation that was formed for the purpose of developing a process for  use on

a commercial basis that would economically dry and pasteurize manure and sludge

into  pellets  that  could  be  sold  as organic fertilizer and other products.

Since its inception, MST has refined its  technological  process  for  use with

other waste products such as bio-solids, fish and food waste, and paper pulp.



MEST  owns  50 percent of the common stock of MSTec, and accounts for MSTec  on

the equity method.   The  other  50 percent of MSTec's common stock is owned by

The  Netherlands  Organization for Applied  Scientific  Research  ("TNO"),  the

largest  single research  facility  in  Europe  employing  over  five  thousand

professionals.



MEST's investment  in  the  joint  venture  is recorded as $0 on MEST's balance

sheet because MSTec's debt and losses exceeds MEST's share of investment in the

joint venture.  MEST's investment in the joint venture totaled $816,000 at June

30, 2002 and December 31, 2001. In forming the  joint  venture  of  MSTec,  the

Company  committed  to  an  investment  in  the  form  of  a  loan  to MSTec of

approximately $800,000, which funds were in fact advanced to MSTec in  1999 and

2000.   This  loan  is  treated  as  an  equity  investment under the Company's

understanding  of  the  conditions  of the joint venture.   The  investment  is

subject to the terms of the related loan  agreement  dated  January  22,  1999,

whereby  the  Company agreed in the event of MSTec's bankruptcy or termination,

to forego repayment  of  the  funds  advanced  until  such  time  as  all other

creditors  are  paid  in  full.  At the date of these financial statements,  no

funds advanced by the Company to MSTec have been repaid.























<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS

& TECHNOLOGY CORP.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2002



NOTE 7 - JOINT VENTURE INVESTMENT IN MANURE AND SLUDGE TECHNOLOGY, B.V.

(CONTINUED)



The  joint  venture's primary  asset,  as  the  result  of  the  aforementioned

investment, is  a  worldwide  licensing  agreement  for  the application of the

aforementioned technological process from TNO.



TNO controls the research and activities of the joint venture while MEST

Corp.'s participation is investment with rights to products developed by the

joint venture.



The following is a summary of the financial position and results  of operations

of MSTec.



June 30,     December 31,

2002           2001

--------------  --------------

Current assets                          $       2,931   $     117,858

Property, plant, and equipment                    -               -

--------------  --------------

Other assets (net)                                -               -

Total assets                       $       2,931   $     117,858

==============  ==============



Current liabilities                     $     310,876   $     360,019

Long-term debt - related parties            1,830,070       1,644,041

--------------  --------------

Total liabilities                      2,140,946       2,004,060

Stockholders' equity                       (2,138,015)     (1,886,202)

--------------  --------------

Total liabilities and equity       $       2,931   $     117,858

==============  ==============

Net sales                               $         -     $         -

Gross profit                            $         -     $         -

Loss from continuing operations         $    (251,813)  $    (176,242)

Net loss                                $    (251,813)  $    (176,242)



Joint Venture Royalty Agreement



In  connection  with  the  formation  of the MSTec joing venture, a sub-license

agreement was executed wherein M.E.S.T.  agreed  to  pay to MSTec "sub-license"

fees,  which  are  effectively  royalty  fees, for manure conversion  factories

constructed by MEST over a period of fifteen  years.   The  fifteen-year period

begins when M.E.S.T. constructs its first such factory.  Royalty  fees  due  to

MSTec  are  computed on a sliding scale, based upon actual factory construction

costs, and range  from  15% to 10%.  At the date of these financial statements,

no royalty fees were owed under the aforementioned agreement.

















<page>

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MANAGEMENT OF ENVIRONMENTAL SOLUTIONS

& TECHNOLOGY CORP.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2002



NOTE 8 - COMMITMENTS AND CONTINGENCIES



Subordinated loan agreement



In forming the joint venture  of  MSTec, the Company committed to loan to MSTec

approximately $800,000, which funds  were in fact advanced to MSTec in 1999 and

2000.



Under  the terms of the related loan agreement  dated  January  22,  1999,  the

Company  agreed  in  the  event of MSTec's bankruptcy or termination, to forego

repayment of its loan until such time as all other creditors were paid in full.



At the date of these financial  statements, no funds advanced by the Company to

MSTec have been repaid.



Office lease



The Company leases office space in  Apeldoorn  under  a written agreement which

provides  for  lease payments of approximately $2,000 per  month  through  June

2006.  Formerly  the  Company  leased office space in Amsterdam under a written

agreement which ran from July 1999  through January 2002 and provided for lease

payments of approximately $1,500 per  month.   In 2001, the lease agreement was

renegotiated and the lease expiration date was changed  to  July  31, 2001 with

other lease provisions remaining unchanged.



Future minimum rental commitments under the operating lease are as  follows  at

June 30, 2002:



Year Ending:

December 31, 2002                 $  24,000

December 31, 2003                 $  24,000

December 31, 2004                 $  24,000

December 31, 2005                 $  24,000

December 31, 2006                 $  12,000











































<page>

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MANAGEMENT OF ENVIRONMENTAL SOLUTIONS

& TECHNOLOGY CORP.

(A DEVELOPMENT STAGE ENTERPRISE)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2002





NOTE 9 - STOCK OPTIONS



The  Company  has  granted  its officers options to purchase a total of 900,000

shares of the Company's common  stock  at an exercise price of $0.50 per share.

Following is a summary of the status of  these performance-based options during

the periods ended June 30, 2002 and December 31, 2001.



Number of       Weighted Average

Shares         Price per Share

---------------    ----------------

Outstanding at December 31, 2000          700,000            $0.50

Granted                                 200,000             0.50

Exercised, expired or forfeited             -               -

---------------    ----------------

Outstanding and exercisable at

December 31, 2001                    900,000            $0.50

===============    ================

Weighted average fair value of

options granted during 2001                             $3.63

================



Outstanding at December 31, 2001          900,000           $0.50

Granted                                     -              -

Exercised, expired or forfeited              -              -

---------------    ----------------

Outstanding and exercisable at

June 30, 2002                        900,000           $0.50

===============    ================



The Company estimated the fair value of each  stock option at the grant date by

using  the  Black-Scholes  option pricing model with  the  following  weighted-

average assumptions used:  Dividend  yield  of  zero  percent;  strike price of

$0.50;  expected volatility of 24.83%; risk-free interest rate of  six  percent

and expected  lives  of five years.  The weighted average fair value at date of

grant for options granted  to  officers in the year ended December 31, 2001 was

$3.63 per option.  Compensation  cost charged to operations was $725,918 during

the year ended December 31, 2001.





































<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

Form 10-QSB

For the quarterly period ended June 30, 2002



Item II - Managements Discussion and Analysis or Plan of Operation



The Company provides the information required by 17 CFR {section}228.303(a) and

provides a discussion regarding the Company's plan of operation for the next 12

months.



Summary of Product Research



The Company reiterates its research summary contained  in the first quarter 10-

QSB  filed  with  the  Securities  and  Exchange  Commission.    Prior  summary

accurately apprizes the Commission and the investors regarding ongoing  product

research by the Company.



The  Company  has  an  ongoing  research  project  with  the Company's partner,

Netherlands Organization for Applied Scientific Research (TNO).  The purpose of

the  research  and  development is to better preserve the zeolite  through  the

drying, segregating and  reconditioning process.  The zeolite dewatering system

necessarily includes mechanical conveyance, mixing, desegregation and a thermal

regeneration  process  which   necessarily   places  zeolite  in  contact  with

mechanical conveyance devices, processing materials,  segregation  screens  and

the  torbid  reactor.   The  Company  is  attempting to minimize the gravity of

mechanical contact in order to preserve the zeolite material.



As  the  Company  proceeds  forward to product  production  quality  dewatering

devices, the Company anticipates certain mechanical engineer exercises designed

to maximize reliability of the dewatering system.  The Company expects that the

majority of technical improvements  and  recommendations  will come necessarily

through the contracting of the fabrication of initial MEST  zeolite  dewatering

devices.   Management expects that the dewatering process will undergo  certain

design  changes  which  lend  the  zeolite  dewatering  process  to  commercial

application and constant use.



Plan of Operation



Management  previously  identified  applications  for  the  zeolite  dewatering

technology to convert certain organic waste materials into livestock,  fish and

pet  food  products.   The  initial  waste  stream  which  has been targeted by

Management  for conversion to livestock, fish and pet food products  have  also

been identified as fish waste and beer yeast waste.



Fish meal is  a  ground  solid product that is obtained by removing most of the

water and some or most of the oil from fish or fish waste.  Dewatered fish meal

is  exceptionally  rich in proteins  and  contains  essential  amino  acids  in

significant concentrations.  Fish meal also contains a "growth factor" which is

desirable for livestock feed.



The Company has identified  locations  where  it may obtain constant sources of

fish  waste  or  catches which are harvested specifically  for  the  fish  meal

market.  Much of fish  meal and fish oil are currently produced from small oily

fish such as herring, mackerel,  sardines,  anchovies, pilchards and sand eels.

An estimated 30.4 million tons representing 24%  of the total inland and marine

world catch were reduced to fish meal and fish oil  in  1999.   It is estimated

that   a full one-third of all fish landed globally is utilized for  fish  meal

and oil.







<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

Form 10-QSB

For the quarterly period ended June 30, 2002



The  zeolite   dewatering  technology  is  particularly  well  suited  for  the

dehydration and  reduction  of  fish  waste  to fish meal.  The zeolite process

uniformly and rapidly dehydrates a hydrated mass.  The  zeolite  process can be

regulated  in  terms  of the heat applied to a given biomass.  Since  heat  and

uniform dehydration can  be  well controlled, the Company is optimistic that it

will be able to produce a highly desirable dehydrated fish meal product for the

livestock or pet food industry.



The Company has also identified  the beer yeast waste stream as a potential and

significant source of raw material.   Virtually  all  breweries  throughout the

world  are confronted with the challenge of disposing of their waste  material.

Management  believes  that  beer  yeast  dehydrated  properly can be a valuable

livestock feed product.  Brewery waste materials which are mostly yeast contain

protein levels desirable in livestock feed.  The zeolite  dewatering process is

well suited for reduction of brewery waste materials by reason  of  its uniform

application and low temperature dehydration.  Initial testing of brewery  waste

materials  at  the  Company's  pilot plan indicates that the zeolite dewatering

technology also dissipates the two  to  three  percent alcohol residue which is

left in the waste stream.



In order to effectuate the business plans of the  Company  to  process fish and

beer  yeast waste, the Company has approached EC Company located  in  Portland,

Oregon  to  design  and  build  the  first five production units of the zeolite

dehydration devices.  EC Company is based  out of Portland, Oregon and has over

60  years  of  experience.   EC  Company  currently   generates   approximately

$200,000,000.00  per  year  and  employs  over  1,000 craftsmen, engineers  and

managers.   Management  believes  that EC Company is  a  reputable  engineering

design and fabrication facility capable  of  assisting the Company to produce a

well engineered, high quality processing system.



The  Company  has  entered  negotiations with EC Company  for  a  design  build

relationship and is currently  reviewing a proposed contract for the production

of zeolite systems.  Generally,  the  agreement calls for consideration paid by

the Company to EC Company for the design  and fabrication of zeolite dewatering

systems on a turnkey basis.  This is a non-exclusive  agreement  which  can  be

cancelled at any time.  The Company is likely to execute this contract once the

financial  plans  for  the  Company  have  solidified.   Please  refer  to  the

discussion under financial requirements below.



Financial Requirements



Financial requirements as disclosed in the 10-QSB for the first quarter of 2002

remain accurate.  The  Company has estimated that it  will  need  approximately

$5,000,000.00 in order to fabricate, transport, install and commence operations

for five zeolite dewatering devices.   Management plans to obtain the necessary

funding to build the dewatering devices  by  making  a  fully registered public

offering in the near future.



The Company has begun preparing to make a fully registered  public  offering by

completing  the 10-SB registration and comment phase.  The Company has  engaged

counsel to draft  a  public  offering disclosure to the Securities and Exchange

Commission anticipating a fully  registered  public  offering  of the Company's

common  stock.   Details of the public offering will be made available  in  the

Company's next quarterly disclosure.









<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

Form 10-QSB

For the quarterly period ended June 30, 2002



Finances of the company  derive  from  two  exempted  offerings  of MEST common

shares and Preferred Series A.  The company has not earned income  by virtue of

sales of goods or services.  The payment of employees, expenses, subcontractors

and Company obligations has been made from capital raised by the sale of equity

shares.   The Company anticipates the need to raise additional capital  through

public or private  offerings  and  does  not expect to earn revenues until late

2003.



The Company currently has sufficient finances  for operations through September

2002.  The Company does not have sufficient finances  to  assemble  and perform

the  due  diligence, legal and accounting work requisite for representation  to

the Securities  and  Exchange  Commission and public investors.  The Company is

currently seeking interim financial  assistance in order to maintain operations

through the end of the year and the time period which is required to market the

public offering.























































































<page>

---

MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

Form 10-QSB

For the quarterly period ended June 30, 2002



PART II - OTHER INFORMATION



Item I - Legal Proceedings



The Company received a request to inspect  records  served  on  MEST  Corp.  by

shareholder  Ingrid  Ford  through her lawyers, David Moule of Moule and Frank,

259 Fifth Avenue East, Eugene,  OR  97401.   The  request asked for Articles of

Incorporation, Bylaws, Annual Reports, meetings and minutes, SEC filings, lists

of  all  shareholders  and  list  by  year  of  all  officers   and  directors.

Additionally there has been a request to list by year management, personnel and

their  employment agreements and compensation.  There is also a request  for  a

list of all persons and companies who have sold stock in and on behalf of MEST,

request  includes  the  location of all corporate offices and bank accounts for

MEST and all accountings  prepared  by  Spicer  Jeffreys  and  Company  and  by

Aranthals  en  Partners.   The  Company  plans  to  honor  this  request and is

preparing  the appropriate materials.  Other than the request indicated  above,

Management is  not  aware of any other claims, legal proceedings, litigation or

complaints against the  Company  during the calendar months April, May and June

of  2002.  Accordingly the Company  provides  no   information  regarding  such

claims or litigation as required by Item 103 of Regulation S-B.



Item II - Changes in Securities and Use of Proceeds



There  has  been no change in any instrument defining the rights of any holders

of any class of registered securities and accordingly no discussion is provided

regarding  such  changes  or  modifications  to  the  rights  of  any  affected

shareholders.   The  Company has not issued any class of securities, registered

or otherwise, which limit or affect the securities already outstanding.



The Company has not sold,  issued  or  distributed any equity securities during

the  period  covered  by  this report and consequently  does  not  provide  the

information  required  by  17  CFR  §228.701.   The  Company   incorporates  by

reference all of Part II Item 4 of  the  Amended  Form  10-SB filed 10/15/01 to

describe  unregistered  offerings, funds raised by the sale  of  the  Company's

Common and Preferred Stock and the use of proceeds.



The Company anticipates and  is preparing to offer common stock through a fully

registered public offering in the near future.  The Company does not anticipate

a change in any rights of any  shareholders  with  respect to such an offering.

However, attendant to the offering of additional securities  will be a dilution

which will be fully described in the offering documents.



Item III - Defaults upon Senior Securities



a.   Management  is  unaware  of any material default in the  payment  of

principal interest a sinking or purchase fund installment or any other material

default regarding any indebtedness of  the  Company  which amounts to 5% of the

total assets.



b.  Management is not aware of any material arrearage  in  the payment of

dividends as the Board of Directors has not declared any dividends  payable for

reasons that the Company has not generated profits from which to make  dividend

payments.











<page>

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MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

Form 10-QSB

For the quarterly period ended June 30, 2002



Item IV - Submission of Matters to a Vote of Security Holders



For  the period in question of the second calendar quarter consisting of  April

through  June   inclusive  of  2002 there were no matters submitted to security

holders.  No special or annual meeting  was convened.  Consequently the Company

provides no details regarding solicitation  of  proxies as a result of any such

meeting or the subject matter and results for such meetings.



Item V - Other Information



The  Company received on February 12th and February  27th  additional  comments

from the  Securities  and  Exchange Commission concerning the Company's Amended

Form 10-SB.  The Company continues  its  amendment  process in order to resolve

all questions and inquiries by the Securities and Exchange  Commission.   As of

the  date  that  this  Form 10-QSB pertaining to the second quarter of 2002 was

filed, all comments tendered  by  the  Securities  and Exchange Commission have

been  answered.   The Company awaits further comments  by  the  Securities  and

Exchange Commission  and  will continue to amend its Form 10-SB until all legal

and accounting issues have been resolved.



Item VI - Exhibits and Reports



Pursuant to 17 CFR {section}228.601(b)(21)  subsidiaries of MEST are MEST B.V.,

a  wholly  owned subsidiary, and MSTec B.V., a  subsidiary  owned  50%  by  The

Netherlands  Organization  for  Applied  Scientific  Research  (TNO) and 50% by

MEST,  both  of  which  are  incorporated  and  organized  in  Amsterdam,   The

Netherlands.  Both entities do business under their full corporate names.



(a)  Exhibits required by Item 601



(2)      Plan of Acquisition, reorganization, arrangement,

liquidation or succession.                                        (2)

(3)(i)   Articles of Incorporation                                         (2)

(3)(ii)  Bylaws.                                                           (2)

(4)      Instruments defining the rights of security holders,

including indentures.                                             (2)

(9)      Voting trust agreements.                                          (1)

(10)     Material contracts.                                               (2)

(11)     Statement re:  computation of per share earnings.                 (1)

(13)     Annual or quarterly reports, Form 10Q                             (2)

(16)     Letter re:  change in certifying accountant.                      (1)

(18)     Letter re:  change in accounting principles .                     (1)

(20)     Other documents or statements to security holders.                (1)

(21)     Subsidiaries of the Registrant.                                   (2)

(22)     Published report regarding matters submitted

to vote of security holders.                                      (1)

(23)     Consents of Experts and counsel.                                  (1)

(24)     Power of Attorney.                                                (1)

(27)     Financial Data Schedule (no longer required)                      (1)

(99)     Additional Exhibits.                                              (1)



(1) No disclosure necessary

(2) Incorporated by reference to previous filing



(b)  Reports  on  Form  8-K:



The company filed no Form(s) 8K  during the last quarter  of the period covered

by this report.

<page>

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MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

Form 10-QSB

For the quarterly period ended June 30, 2002



SIGNATURES



In accordance with the  requirements of the  Security Exchange  Act of 1934, the

Registrant has caused this report to be signed on its behalf by the undersigned,

duly authorized.





MANAGEMENT OF ENVIRONMENTAL SOLUTIONS & TECHNOLOGY CORP.

(Registrant)



By: /s/ Greg Schmick

----------------------------

Greg Schmick, President



Date:  October 10, 2002

----------------------------





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