UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington,
D.C. 20549

FORM 10-Q

(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, 2009

or

oTransition
Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Commission File Number: 033-55254-27

|                                              
|----------------------------------------------
|BRIGHTEC, INC.                                
|                                              
|(Name of small business issuer in its charter)

|                                |  |                    
|------------------------------- |  | -------------------
|Nevada                          |  | 87-0438637         
|                                |  |                    
|(State or other jurisdiction of |  | (IRS Employer      
|incorporation or organization)  |  | Identification No.)

|                                                                   
|-------------------------------------------------------------------
|8C Pleasant Street South, First Floor,
 South Natick, MA 01760-5622
|                                                                   
|(Address of principal executive offices, Zip code)                 
|                                                                   
|(508) 647-9710                                                     
|                                                                   
|(Issuers telephone number)                                        

Securities registered pursuant to
Section 12(b) of the Exchange Act: None

Securities registered pursuant to Section
12(g) of the Exchange Act:

|                              
|------------------------------
|Common Stock, $0.001 par value
|                              
|(Title of class)              

Indicate by
check mark whether the registrant (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that the registrant was required to file such reports) and (2)
has been subject to such filing requirements for the past 90 days.

x Yes o No


Indicate by
check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T during the
preceding 12 months (or for such shorter period that the registrant was
required to submit and post such files).

o Yes o No


Indicate by
check mark whether the registrant is a shell company (as defined in Rule 12b-2
of the Exchange Act).

o Yes x No


Indicate by check mark whether the registrant is a large accelerated
filer, an accelerated filer, or a non-accelerated filer, or a smaller reporting
company. See the definitions of large accelerated filer, accelerated filer
and smaller reporting company in Rule 12b-2 of the Exchange Act.

|                         |   |                                                |                            |  
|------------------------ | - | ---------------------------------------------- | -------------------------- | -
|Large
 accelerated filer | o |                                                | Accelerated
 filer         | o
|Non-accelerated
 filer   | o | (Do not
 check if a smaller reporting company) | Smaller
 reporting company | x

Indicate the
number of shares outstanding of each of the issuers classes of common stock,
as of the latest practicable date.

|                               |  |                                                   
|------------------------------ |  | --------------------------------------------------
|Class                          |  | Number of shares outstanding as of August 14, 2009
|                               |  |                                                   
|Common stock, $0.001 par value |  | 146,467,837                                       

---



INDEX

|                                          |                                                                                                 |                                                                                                                                                                               |         |        |            
|----------------------------------------- | ----------------------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------- | ------ | -----------
|                                          |                                                                                                 |                                                                                                                                                                               |         |        | Page Number
|Note Regarding Forward Looking Statements |                                                                                                 | 3                                                                                                                                                                            
|                                          |                                                                                                 |                                                                                                                                                                              
|Part I.  Financial Information            |                                                                                                 |                                                                                                                                                                              
|                                          |                                                                                                 |                                                                                                                                                                              
|                                          | Item 1.  Financial Statements                                                                   |                                                                                                                                                                               |        
|                                          |                                                                                                 |                                                                                                                                                                               |        
|                                          |                                                                                                 | Condensed Consolidated Balance Sheets at June 30, 2009 (Unaudited)
 and December 31, 2008                                                                                     |         | 4     
|                                          |                                                                                                 |                                                                                                                                                                               |         |       
|                                          |                                                                                                 | Condensed Consolidated Statements of Operations and Accumulated
 Deficit and Comprehensive Loss for the Three and Six Month Periods Ended June
 30, 2009 and 2008 (Unaudited) |         | 5     
|                                          |                                                                                                 |                                                                                                                                                                               |         |       
|                                          |                                                                                                 | Consolidated Statements of Cash Flows for the Six Month Period Ended
 June 30, 2009 and 2008 (Unaudited)                                                                      |         | 6     
|                                          |                                                                                                 |                                                                                                                                                                               |         |       
|                                          |                                                                                                 | Notes to Condensed Consolidated Financial Statements (Unaudited)                                                                                                              |         | 7  11
|                                          |                                                                                                 |                                                                                                                                                                               |         |       
|                                          | Item 2.  Managements Discussion and Analysis of Financial
 Condition and Results of Operations |                                                                                                                                                                               | 12  16
|                                          |                                                                                                 |                                                                                                                                                                               |        
|                                          | Item 3.  Quantitative and Qualitative Disclosures About
 Market Risk                            |                                                                                                                                                                               | 16     
|                                          |                                                                                                 |                                                                                                                                                                               |        
|                                          | Item 4T.  Controls and Procedures                                                               |                                                                                                                                                                               | 16-17  
|                                          |                                                                                                 |                                                                                                                                                                               |        
|Part II.  Other Information               |                                                                                                 |                                                                                                                                                                              
|                                          |                                                                                                 |                                                                                                                                                                              
|                                          | Item 1.  Legal Proceedings                                                                      |                                                                                                                                                                               | 18     
|                                          |                                                                                                 |                                                                                                                                                                               |        
|                                          | Item 2.  Unregistered Sales of Equity and Use of Proceeds                                       |                                                                                                                                                                               | 18     
|                                          |                                                                                                 |                                                                                                                                                                               |        
|                                          | Item 3.  Defaults upon Senior Securities                                                        |                                                                                                                                                                               | 18     
|                                          |                                                                                                 |                                                                                                                                                                               |        
|                                          | Item 4.  Submission of Matters to a Vote of Security
 Holders                                   |                                                                                                                                                                               | 18     
|                                          |                                                                                                 |                                                                                                                                                                               |        
|                                          | Item 5.  Other Information                                                                      |                                                                                                                                                                               | 18     
|                                          |                                                                                                 |                                                                                                                                                                               |        
|                                          | Item 6.  Exhibits                                                                               |                                                                                                                                                                               | 19     
|                                          |                                                                                                 |                                                                                                                                                                               |        
|Signatures                                |                                                                                                 | 20                                                                                                                                                                           

2

---



Note Regarding Forward Looking Statements:

This Form 10-Q and other reports filed by
Brightec, Inc. (the Company) from time to time with the U.S. Securities and
Exchange Commission (the SEC), as well as the Companys press releases,
contain or may contain forward-looking statements. The information provided is
based upon beliefs of, and information currently available to, the Companys
management, as well as estimates and assumptions made by the Companys
management. Statements that are not statements of historical fact may be deemed
to be forward-looking statements. Forward-looking statements can be identified
by the use of forward-looking terminology such as believes, may, should,
anticipates, estimates, expects, future, intends, hopes, plans,
or the negative thereof. Such forward-looking statements involve known and
unknown risks, uncertainties and other factors that could cause actual results
of the Company to vary materially from historical results or from any future
results expressed or implied in such forward-looking statements.

Any statements contained in this Form 10-Q
that do not describe historical facts, including, without limitation,
statements concerning expected revenues, earnings, product introductions and
general market conditions, may constitute forward-looking statements. Any such
forward-looking statements contained herein are based on current expectations,
but are subject to a number of risks and uncertainties that may cause actual
results to differ materially from expectations. The factors that could cause
actual future results to differ materially from current expectations include,
but are not limited to, the following: the Companys ability to
raise the
financing required to support the Companys operations; the Companys ability
to establish its intended operations; fluctuations in demand for the Companys
products and services; the Companys ability to manage its growth; the
Companys ability to develop, market and introduce new and enhanced products on
a timely basis; the Companys ability to attract customers; and the ability of
the Company to compete successfully in the future. Any forward-looking
statements should be considered in light of those factors.

The Company files periodic reports with the
SEC, as well as current reports on Form 8-K, proxy or information statements
and other reports required of publicly held reporting companies. The public may
read and copy any materials the Company files with the SEC at the SECs Public
Reference Room at 100 F Street, N.E., Washington, D.C. 20549. The public may
obtain information on the operation of the Public Reference Room by calling the
SEC at 1-800-SEC-0330. The SEC also maintains an Internet site that contains
the reports, proxy and information statements, and other information that the
Company files electronically with the SEC, which is available on the Internet
at www.sec.gov. Further information about the Company and its subsidiary may be
found at www.brightec.com.

3

---



PART I. FINANCIAL INFORMATIONITEM 1. FINANCIAL STATEMENTS

Brightec,
Inc. and SubsidiaryCondensed Consolidated Balance Sheets
June 30, 2009 and December 31, 2008

|                                                                                                                         |  |               |             |                   |   |             |  
|------------------------------------------------------------------------------------------------------------------------ |  | ------------- | ----------- | ----------------- | - | ----------- | -
|                                                                                                                         |  | June 30, 2009 |             | December 31, 2008 |  
|                                                                                                                         |  |               |             |                   |  
|                                                                                                                         |  | (Unaudited)   |             |                   |  
|ASSETS                                                                                                                  
|                                                                                                                         |  |               |             |                   |   |             |  
|Current assets                                                                                                           |  |               |             |                   |   |             |  
|Cash                                                                                                                     |  | $             | 87,441      |                   | $ | 10,271      |  
|Inventory                                                                                                                |  |               | 282,923     |                   |   | 286,103     |  
|Prepaid expenses                                                                                                         |  |               | 6,769       |                   |   | 7,545       |  
|                                                                                                                         |  |               |             |                   |   |             |  
|TOTAL
 CURRENT ASSETS                                                                                                    |  |               | 377,133     |                   |   | 303,919     |  
|                                                                                                                         |  |               |             |                   |   |             |  
|                                                                                                                         |  |               |             |                   |   |             |  
|Office and photographic equipment                                                                                        |  |               | 27,984      |                   |   | 27,984      |  
|Less: accumulated depreciation                                                                                           |  |               | (25,505     | )                 |   | (24,754     | )
|                                                                                                                         |  |               |             |                   |   |             |  
|                                                                                                                         |  |               | 2,479       |                   |   | 3,230       |  
|                                                                                                                         |  |               |             |                   |   |             |  
|                                                                                                                         |  |               |             |                   |   |             |  
|Deposit                                                                                                                  |  |               | 3,033       |                   |   | 3,033       |  
|                                                                                                                         |  |               |             |                   |   |             |  
|                                                                                                                         |  |               | 3,033       |                   |   | 3,033       |  
|                                                                                                                         |  |               |             |                   |   |             |  
|                                                                                                                         |  |               |             |                   |   |             |  
|TOTAL ASSETS                                                                                                             |  | $             | 382,645     |                   | $ | 310,182     |  
|                                                                                                                         |  |               |             |                   |   |             |  
|                                                                                                                         |  |               |             |                   |   |             |  
|LIABILITIES AND STOCKHOLDERS DEFICIT                                                                                    | 
|                                                                                                                         |  |               |             |                   |   |             |  
|Current liabilities                                                                                                      |  |               |             |                   |   |             |  
|Line of credit                                                                                                           |  | $             | 664,000     |                   | $ | 650,000     |  
|Accounts payable                                                                                                         |  |               | 194,945     |                   |   | 198,531     |  
|Accrued interest (including related party
 interest of $49,144 and $42,841 respectively:                                 |  |               | 54,678      |                   |   | 76,064      |  
|Accrued compensation                                                                                                     |  |               | 492,500     |                   |   | 387,500     |  
|Accrued liabilities                                                                                                      |  |               | 63,599      |                   |   | 58,048      |  
|Advances due to related party                                                                                            |  |               | 1,714,635   |                   |   | 1,678,635   |  
|                                                                                                                         |  |               |             |                   |   |             |  
|TOTAL
 CURRENT LIABILITIES                                                                                               |  |               | 3,184,357   |                   |   | 3,048,778   |  
|                                                                                                                         |  |               |             |                   |   |             |  
|                                                                                                                         |  |               |             |                   |   |             |  
|Stockholders deficit                                                                                                    |  |               |             |                   |   |             |  
|Preferred stock, $.001 par value - shares
 authorized 5,000,000; shares issued 0 and 0, respectively:                    |  |               |            |                   |   |            |  
|Common stock, $.001 par value - shares
 authorized 245,000,000; shares issued 146,467,837 and 144,342,837, respectively: |  |               | 146,468     |                   |   | 144,343     |  
|Additional paid-in capital                                                                                               |  |               | 12,783,890  |                   |   | 12,485,890  |  
|Deferred compensation expense                                                                                            |  |               | (5,631      | )                 |   | (20,922     | )
|Accumulated deficit                                                                                                      |  |               | (15,922,325 | )                 |   | (15,545,866 | )
|Accumulated other comprehensive income                                                                                   |  |               | 195,886     |                   |   | 197,959     |  
|                                                                                                                         |  |               |             |                   |   |             |  
|TOTAL
 STOCKHOLDERS DEFICIT                                                                                             |  |               | (2,801,712  | )                 |   | (2,738,596  | )
|                                                                                                                         |  |               |             |                   |   |             |  
|                                                                                                                         |  |               |             |                   |   |             |  
|TOTAL
 LIABILITIES AND STOCKHOLDERS DEFICIT                                                                             |  | $             | 382,645     |                   | $ | 310,182     |  
|                                                                                                                         |  |               |             |                   |   |             |  

See accompanying notes to
unaudited condensed consolidated financial statements.

4

---



Brightec, Inc. and SubsidiaryCondensed Consolidated Statements of Operations
and Accumulated Deficit and Comprehensive Loss

|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |   |             |  
|------------------------------------------------------------------------------------------------------------------------------ |  | --------------------------- | ----------- | ------------------------- | - | ------------- | - | ------------- | ----------- | - | - | ----------- | -
|                                                                                                                               |  | For
 the Three Months Ended |             | For
 the Six Months Ended |  
|                                                                                                                               |  |                             |             |                           |  
|                                                                                                                               |  | June 30, 2009               |             | June 30, 2008             |   | June 30, 2009 |   | June 30, 2008 |            
|                                                                                                                               |  |                             |             |                           |  
|                                                                                                                               |  | (Unaudited)                 |             | (Unaudited)               |   | (Unaudited)   |   | (Unaudited)   |            
|Sales                                                                                                                          |  | $                           | 49,101      |                           | $ | 884           |   | $             | 50,843      |   | $ | 9,269       |  
|Cost of sales                                                                                                                  |  |                             | 25,545      |                           |   | 460           |   |               | 26,345      |   |   | 7,093       |  
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |  
|Gross profit                                                                                                                   |  |                             | 23,556      |                           |   | 424           |   |               | 24,498      |   |   | 2,176       |  
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |  
|Operating expenses                                                                                                             |  |                             |             |                           |   |               |   |               |             |   |   |             |  
|Research and development                                                                                                       |  |                             | 37,198      |                           |   | 38,636        |   |               | 52,198      |   |   | 71,718      |  
|Selling and marketing                                                                                                          |  |                             | 56,352      |                           |   | 48,643        |   |               | 118,284     |   |   | 104,460     |  
|General and administrative (including related party consulting
 expenses of $7,551, $7,469, $15,135 and $14,938, respectively) |  |                             | 95,961      |                           |   | 119,182       |   |               | 175,147     |   |   | 212,857     |  
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |  
|                                                                                                                               |  |                             | 189,511     |                           |   | 206,461       |   |               | 345,629     |   |   | 389,035     |  
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |  
|Operating loss                                                                                                                 |  |                             | (165,955    | )                         |   | (206,037      | ) |               | (321,131    | ) |   | (386,859    | )
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |  
|Other Income (Expense)                                                                                                         |  |                             |             |                           |   |               |   |               |             |   |   |             |  
|Interest expense (including related party $3,313, $5,266, $6,303 and
 $11,496 respectively)                                    |  |                             | (19,696     | )                         |   | (40,662       | ) |               | (55,328     | ) |   | (82,281     | )
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |  
|                                                                                                                               |  |                             | (19,696     | )                         |   | (40,662       | ) |               | (55,328     | ) |   | (82,281     | )
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |  
|Net loss                                                                                                                       |  |                             | (185,651    | )                         |   | (246,699      | ) |               | (376,459    | ) |   | (469,140    | )
|Accumulated deficit  beginning                                                                                                |  |                             | (15,736,674 | )                         |   | (14,648,922   | ) |               | (15,545,866 | ) |   | (14,426,481 | )
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |  
|Accumulated deficit  ending                                                                                                   |  | $                           | (15,922,325 | )                         | $ | (14,895,621   | ) | $             | (15,922,325 | ) | $ | (14,895,621 | )
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |  
|Basic and diluted net loss per share                                                                                           |  | $                           |            |                           | $ |              |   | $             |            |   | $ |            |  
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |  
|Weighted average number of shares used in the computation of basic
 and diluted net loss per share                             |  |                             | 145,799,298 |                           |   | 144,342,837   |   |               | 145,066,999 |   |   | 144,224,052 |  
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |  
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |   |             |  
|COMPREHENSIVE LOSS                                                                                                             |  |                             |             |                           |   |               |   |               |             |   |   |             |  
|Net loss                                                                                                                       |  | $                           | (185,651    | )                         | $ | (246,699      | ) | $             | (376,459    | ) | $ | (469,140    | )
|Foreign currency translation adjustment                                                                                        |  |                             | (2,987      | )                         |   | 360           |   |               | (2,073      | ) |   | (1,155      | )
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |  
|Comprehensive loss                                                                                                             |  | $                           | (188,638    | )                         | $ | (246,339      | ) | $             | (378,532    | ) | $ | (470,295    | )
|                                                                                                                               |  |                             |             |                           |   |               |   |               |             |   |  

See accompanying notes to
unaudited condensed consolidated financial statements.

5

---



Brightec, Inc.
and SubsidiaryCondensed Consolidated Statements of Cash Flows

|                                                                              |  |                          |          |               |   |          |  
|----------------------------------------------------------------------------- |  | ------------------------ | -------- | ------------- | - | -------- | -
|                                                                              |  | For the Six Months Ended |         
|                                                                              |  |                          |         
|                                                                              |  | June 30, 2009            |          | June 30, 2008 |  
|                                                                              |  |                          |          |               |  
|                                                                              |  | (Unaudited)              |          | (Unaudited)   |  
|                                                                              |  |                          |          |               |   |          |  
|Cash flows from operating activities                                          |  |                          |          |               |   |          |  
|                                                                              |  |                          |          |               |   |          |  
|Net loss                                                                      |  | $                        | (376,459 | )             | $ | (469,140 | )
|                                                                              |  |                          |          |               |   |          |  
|Adjustments to reconcile net loss to net
 cash used for operating activities: |  |                          |          |               |   |          |  
|Amortization of deferred stock based
 compensation                            |  |                          | 15,291   |               |   | 15,156   |  
|Accrued interest on advances from related
 party                              |  |                          | 6,303    |               |   | 11,496   |  
|Depreciation and amortization expense                                         |  |                          | 751      |               |   | 497      |  
|General and administrative expenses
 associated with stock based transactions |  |                          | 125      |               |   |         |  
|Changes in operating assets and
 liabilities:                                 |  |                          |          |               |   |          |  
|(Increase) decrease in:                                                       |  |                          |          |               |   |          |  
|Accounts receivable                                                           |  |                          |         |               |   | 3,247    |  
|Inventory                                                                     |  |                          | 3,180    |               |   | (126,993 | )
|Prepaid expenses                                                              |  |                          | 776      |               |   | (3,593   | )
|Increase (decrease) in:                                                       |  |                          |          |               |   |          |  
|Accounts payable                                                              |  |                          | (3,586   | )             |   | (35,492  | )
|Accrued liabilities                                                           |  |                          | 82,862   |               |   | 52,870   |  
|                                                                              |  |                          |          |               |   |          |  
|Net cash
 used in operating activities                                        |  |                          | (270,757 | )             |   | (551,952 | )
|                                                                              |  |                          |          |               |   |          |  
|                                                                              |  |                          |          |               |   |          |  
|Cash flows from investing activities                                          |  |                          |          |               |   |          |  
|Purchases of property and equipment                                           |  |                          |         |               |   | (4,473   | )
|                                                                              |  |                          |          |               |   |          |  
|Net cash
 used in investing activities                                        |  |                          |         |               |   | (4,473   | )
|                                                                              |  |                          |          |               |   |          |  
|                                                                              |  |                          |          |               |   |          |  
|Cash flows from financing activities                                          |  |                          |          |               |   |          |  
|Proceeds from sale of common stock                                            |  |                          | 300,000  |               |   |         |  
|Advances received from related party                                          |  |                          | 36,000   |               |   | 530,396  |  
|Advances from line of credit                                                  |  |                          | 14,000   |               |   |         |  
|                                                                              |  |                          |          |               |   |          |  
|Net cash
 provided by financing activities                                    |  |                          | 350,000  |               |   | 530,396  |  
|                                                                              |  |                          |          |               |   |          |  
|                                                                              |  |                          |          |               |   |          |  
|Effects of changes in foreign exchange
 rates                                 |  |                          | (2,073   | )             |   | (1,155   | )
|                                                                              |  |                          |          |               |   |          |  
|                                                                              |  |                          |          |               |   |          |  
|Net increase (decrease) in cash                                               |  |                          | 77,170   |               |   | (27,184  | )
|                                                                              |  |                          |          |               |   |          |  
|Cash at beginning of period                                                   |  |                          | 10,271   |               |   | 32,464   |  
|                                                                              |  |                          |          |               |   |          |  
|                                                                              |  |                          |          |               |   |          |  
|Cash at end of period                                                         |  | $                        | 87,441   |               | $ | 5,280    |  
|                                                                              |  |                          |          |               |   |          |  

See NOTE 12for supplemental cash flow
information.

See accompanying notes to unaudited condensed
consolidated financial statements.

6

---



Brightec, Inc. and SubsidiaryNotes to Condensed Consolidated
Financial Statements - continued
(Unaudited)

NOTE 1  OPERATIONSBrightec, Inc. (Brightec or the Company) develops
and markets luminescent films incorporating luminescent or phosphorescent
pigments (the Luminescent Products). These pigments absorb and reemit visible
light producing a glow which accounts for the common terminology glow in the
dark. The Luminescent Product will be sold primarily as a printable
luminescent film designed to add luminescence to existing or new products. The
Company uses third parties for manufacturing, and markets and sells graphic
quality printable luminescent films. These films are based on the Companys
proprietary and patented technology, which enables prints to be of photographic
quality by day and luminescent under low light or night conditions. The Company
expects that its Luminescent Products will be available for sale in a number of
versions appropriate for commonly used commercial and personal printing
technology, including offset printing, laser or inkjet printing, plus a variety
of print on demand digital technologies. The Company offers its products in
sheets and rolls.

In 2008, the
Company decided to add to its Brightec film products a new line of finished
products for children under the brand name PlayGlo. Our new PlayGlo product
uses Brightecs films, will be manufactured in the U.S. and will feature of
puzzles and stickers.

NOTE 2  INTERIM FINANCIAL STATEMENTSThe accompanying unaudited condensed consolidated
financial statements at June 30, 2009 and for the three and six month periods
then ended includes the accounts of the Company and its wholly-owned
subsidiary, Brightec S.A. (the Subsidiary), a Swiss corporation. All
inter-company transactions and balances have been eliminated in consolidation.
In our opinion, these unaudited condensed consolidated financial statements
have been prepared on the same basis as the audited consolidated financial
statements included in our Annual Report on Form 10-K for the year ended
December 31, 2008, and include all adjustments, necessary to make the financial
statements not misleading. Certain footnote disclosures normally included in
financial statements prepared in accordance with accounting principles
generally accepted in the United States have been condensed or omitted in
accordance with rules of the Securities and Exchange Commission for interim
reporting. These condensed consolidated financial statements should be read in
conjunction with the audited consolidated financial statements included in our
Annual Report on Form 10-K for the year ended December 31, 2008.
The  December  31, 2008 data was derived from audited  financial  statements  but does not include all  disclosures
required by generally accepted accounting principles.

We have
evaluated subsequent events, as defined by Statement of Financial Accounting
Standards (SFAS) No. 165 Subsequent Events, through the date that the
financial statements were issued on August 14, 2009.

NOTE 3  LIQUIDITY, MANAGEMENT PLANS AND
GOING CONCERNThe Company had a working capital deficit of
approximately $2.8 million and an accumulated deficit of approximately $15.9
million at June 30, 2009, and recurring net losses since inception. The ability
of the Company to continue to operate as a going concern is primarily dependent
upon the ability of the Company to raise the necessary financing, to
effectively produce and market Brightecs products at competitive prices, to
establish profitable operations and to generate positive operating cash flows.
If the Company fails to raise funds, or the Company is unable to generate
operating profits and positive cash flows, there are no assurances that the
Company will be able to continue as a going concern and it may be unable to
recover the carrying value of its assets.
The financial statements do not include any adjustments that might result from the outcome of these uncertanties.

In 2006, the
Company entered into a $750,000 Loan and Security Agreement (the Loan
Agreement) with Ross/Fialkow Capital Partners, LLP, Trustee of the Brightec
Capital Trust (Ross/Fialkow). As of June 30, 2009 the loan principal was
$664,000 and the remaining funds available under the Loan Agreement were
$86,000. See NOTE 8  LINE OF CREDIT.

Mr. Planche,
the Companys President, Chief Executive Officer, Chief Financial Officer,
Treasurer, Director, Principal Executive Officer and Principal Financial and
Accounting Officer has been funding the Companys cash requirements as needed
through unsecured cash advances. For the period January 1, 2009 through June
30, 2009, Mr. Planche made unsecured cash advances of $36,000. See NOTE 7  RELATED PARTY TRANSACTIONS.

7

---



Brightec, Inc. and SubsidiaryNotes to Condensed Consolidated Financial Statements -
continued
(Unaudited)

Management
believes that it will continue to be successful in generating the necessary
financing to fund the Companys operations throughout the 2009 calendar year;
however, unless alternative sources of funding are identified, the Company will
be totally dependent on Mr. Planche to finance its operations. Due to the
recent turmoil in the global economy, it is uncertain that funds will be
available when we require them and there is no guarantee that Mr. Planche will
continue such financing.

NOTE 4  EARNINGS (LOSS) PER SHAREThe Company computes earnings or loss per share in
accordance with Statement of Financial Accounting Standard (SFAS) No. 128,
Earnings per Share. Basic earnings per share, is computed by dividing income
available to common stockholders by the weighted average number of common
shares outstanding. Diluted earnings per share reflect the potential dilution
that could occur if securities or other agreements to issue common stock were
exercised or converted into common stock, only in the periods in which the
effect is dilutive. The following securities have been excluded from the
calculation of net loss per share, as their effect would be anti-dilutive:

|                                    |  |                                      |            |                                    |  |             |  |             |            |  |  |            | 
|----------------------------------- |  | ------------------------------------ | ---------- | ---------------------------------- |  | ----------- |  | ----------- | ---------- |  |  | ---------- | 
|                                    |  | For the Three Months
 Ended June 30, |            | For the Six Months
 Ended June 30, | 
|                                    |  |                                      |            |                                    | 
|                                    |  | 2009                                 |            | 2008                               |  | 2009        |  | 2008        |           
|                                    |  |                                      |            |                                    |  |             |  |             |           
|                                    |  | (Unaudited)                          |            | (Unaudited)                        |  | (Unaudited) |  | (Unaudited) |           
|                                    |  |                                      |            |                                    |  |             |  |             |           
|Warrants (weighted average)         |  |                                      | 6,320,832  |                                    |  | 6,320,832   |  |             | 6,320,832  |  |  | 6,320,832  | 
|                                    |  |                                      |            |                                    |  |             |  |             |            |  |  |            | 
|                                    |  |                                      |            |                                    |  |             |  |             |            |  |  |            | 
|Convertible debt (weighted average) |  |                                      | 5,533,333  |                                    |  | 5,833,333   |  |             | 5,519,153  |  |  | 5,833,333  | 
|                                    |  |                                      |            |                                    |  |             |  |             |            |  |  |            | 
|                                    |  |                                      |            |                                    |  |             |  |             |            |  |  |            | 
|Stock options (weighted average)    |  |                                      | 20,500,000 |                                    |  | 20,500,000  |  |             | 20,500,000 |  |  | 20,500,000 | 
|                                    |  |                                      |            |                                    |  |             |  |             |            |  |  |            | 

NOTE 5  INVENTORIESInventories are stated at the lower of cost (first-in,
first-out) or market value and consist of the following at June 30, 2009 and
December 31, 2008, respectively:

|                                  |  |               |         |                   |   |         | 
|--------------------------------- |  | ------------- | ------- | ----------------- | - | ------- | 
|                                  |  | June 30, 2009 |         | December 31, 2008 |  
|                                  |  |               |         |                   |  
|                                  |  | (Unaudited)   |         |                   |  
|                                  |  |               |         |                   |  
|Raw materials and Work in process |  | $             | 109,860 |                   | $ | 108,952 | 
|Finished goods                    |  |               | 173,063 |                   |   | 177,151 | 
|                                  |  |               |         |                   |   |         | 
|                                  |  |               |         |                   |   |         | 
|                                  |  | $             | 282,923 |                   | $ | 286,103 | 
|                                  |  |               |         |                   |   |         | 

At December
31, 2008, the Company wrote down inventory by $85,000 for items that it did not
expect to utilize during the 2009 fiscal year. The items identified have not been
scrapped or sold but have been segregated in a storage facility. We do not
anticipate that these identified items will be used in manufacturing PlayGlo
products.

NOTE 6  INCOME TAXESThe Company has not calculated the tax benefits of its
net operating losses as of June 30, 2009 and December 31, 2008 since it does
not have the required information. The Company has not filed its federal and
state corporate tax returns for years ended December 31, 2008, 2007, 2005,
2004, 2003, 2002 and 2000. The tax returns filed for 2006 and 2001 (if
permitted) will need to be amended. Due to the uncertainty over the Companys
ability to utilize these operating losses, any deferred tax assets, when
determined, would be fully offset by a valuation allowance.

8

---



Brightec, Inc. and SubsidiaryNotes to Condensed Consolidated Financial Statements -
continued
(Unaudited)

NOTE 7  RELATED PARTY TRANSACTIONS

Advances due to related partyAt December 31, 2008, the Company owed Mr. Planche
$1,678,635 in connection with unsecured cash advances made by him to the
Company. During the six month period ended June 30, 2009, Mr. Planche made
advances to the Company of $36,000. During the six month period ended June 30,
2009, the Company did not repay any of the outstanding advances. At June 30,
2009, the Company owes Mr. Planche $1,714,635.

All such
advances bear interest at the Internal Revenue Service short term Applicable
Federal Rate (0.75% and 1.36% at June 30, 2009 and December 31, 2008,
respectively) calculated and accrued monthly. As of June 30, 2009 and December
31, 2008, accrued interest owed on the unsecured cash advances was $49,144 and
$42,841, respectively. Interest expense incurred for the three and six month
periods ended June 30, 2009 and 2008 was $3,313, $5,266, $6,303 and $11,496
respectively.

Consulting agreementOn September 11, 2007, the Company issued 2,000,000
shares of common stock, valued at $60,000, as consideration for a two-year
consulting contract with a significant stockholder. These shares were issued at
$0.03 per share, the closing price of the Companys common stock on the aforementioned
date. For the three and six month periods ended June 30, 2009 and 2008, the
Company recognized non-cash consulting expense of $7,551, $7,469, $15,135 and
$14,938, respectively, related to the consulting agreement. At June 30, 2009
and December 31, 2008, no monies were owed to this stockholder.

NOTE 8  LINE OF CREDITOn June 8, 2006, the Company entered into the Loan
Agreement with Ross/Fialkow in the amount of $750,000. The principal amount of
the loan plus accrued but unpaid interest, if any, is convertible at any time
prior to payment at the election of Ross/Fialkow, into the Companys common
stock at the rate of $0.12 per share. Such shares carry piggy-back registration
rights. All of the assets of the Company have been pledged, including the assets
of the Companys subsidiary.

The Company
received a notice of default from the lender dated January 6, 2009 for the
non-payment of accrued interest and the balance due under the Loan Agreement
upon maturity. The Company and Ross/Fialkow signed an Amendment and Waiver
Agreement effective April 10, 2009, the significant terms of which are as
follows:

|   |                                                                                                                                                                                                                        
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|1. | Maturity date: December 31, 2009                                                                                                                                                                                       
|   |                                                                                                                                                                                                                        
|2. | Interest rate: 10% per annum effective April 1, 2009
 payable monthly in arrears on the first day of each month commencing May 1,
 2009                                                                                
|   |                                                                                                                                                                                                                        
|3. | Waiver of default: Ross/Fialkow waived the Company existing
 payment defaults and agreed to extend the grace period for curing such
 payment defaults until June 30, 2009. All defaults were cured as of June 30,
 2009
|   |                                                                                                                                                                                                                        
|4. | Issuance of common stock: The Company agreed to issue Ross/Fialkow
 125,000 shares of common stock no later than May 31, 2009.                                                                                         

As of June 30,
2009 and December 31, 2008, the outstanding balance on the line of credit was
$664,000 and $650,000, respectively. Interest expense was $16,328, $35,389,
$48,970 and $70,778 for the three and six month periods ended June 30, 2009 and
2008, respectively.

On May 7, 2009
the Company paid all accrued and outstanding interest due as of March 31, 2009
of $65,592. In addition, the Company issued and delivered a certificate for
125,000 shares of common stock as obligated under the Amendment and Waiver
Agreement.

9

---



Brightec, Inc. and SubsidiaryNotes to Condensed Consolidated Financial Statements -
continued
(Unaudited)

NOTE 9  CAPITAL STOCK

Issuances of Common StockThe Company sold 2,000,000 shares of its common stock
valued at $0.15 per share for $300,000 to ARAGONE S.A. of Geneva, Switzerland
in connection with a private placement on April 27, 2009. The 2,000,000 shares
of common stock were issued and delivered May 1, 2009. The Company intends to
use the proceeds of this sale to satisfy outstanding obligations and build
inventory for the up coming launch of the PlayGlo line of products.

On March 14,
2008, the Company agreed to issue 250,000 shares of its common stock valued at
$750 to Agoracom Investor Relations Corp. (Agoracom) as payment under an
Investor Relations Agreement (the IR Agreement). The 250,000 shares of common
stock were issued on March 28, 2008. Agoracom was to receive an additional
200,000 shares of common stock on September 17, 2008, however, due to certain
marketing delays, Agoracom agreed to suspend the IR Agreement for six months.
During the second quarter of 2009 the Company reevaluated its need for the IR
Agreement and concluded that it will defer commencement of the IR Agreement to
the first quarter of 2010, at which time the status of the 200,000 shares of
common stock will be determined.

Deferred Compensation ExpenseAs discussed in NOTE
7 - RELATED PARTY TRANSACTIONS, on September 13, 2007, 2,000,000
shares of common stock, valued at $60,000, were issued as consideration for a
two-year consulting contract with a significant stockholder. The value of the
stock issuance was recognized as deferred compensation and is being amortized
over twenty-four months (the term of the consulting contract). As of June 30,
2009 and December 31, 2008, the unamortized balance of deferred compensation,
related to the consulting with the significant stockholder was $5,631 and
$20,766, respectively.

As previously
discussed, on March 14, 2008, the Company agreed to issue 250,000 shares of its
common stock valued at $750 to Agoracom pursuant to the IR Agreement. The value
of the stock issuance was recognized as deferred compensation and is being
amortized over twelve months (the term of the IR Agreement). As of June 30,
2009 and December 31, 2008, the balance of deferred compensation, related to
the IR Agreement was $0 and $156 respectively.

As of June 30,
2009 and December 31, 2008, the unamortized balance of deferred compensation
expense was $5,631 and $20,922, respectively.

NOTE 10  RECENT ACCOUNTING PRONOUNCEMENTSEffective January 1, 2009, the Company adopted FASB
Staff Position 157-2, Effective Date of FASB Statement No. 157, which delays
the effective date of SFAS No. 157 until January 1, 2009 for all nonfinancial
assets and nonfinancial liabilities, except for items that are recognized or
disclosed at fair value in the financial statements on a recurring basis (at least
annually). The adoption of the delayed items of SFAS No. 157 did not have a
material impact on the Companys consolidated financial statements.

In June 2009,
the FASB issued SFAS No. 168, The FASB Accounting Standards Codification and
the Hierarchy of Generally Accepted Accounting Principles (SFAS 168). SFAS
168 identifies the FASB Accounting Standards Codification as the authoritative
source of generally accepted accounting principles in the United States. Rules
and interpretive releases of the Securities and Exchange Commission under
federal securities laws are also sources of authoritative GAAP for SEC
registrants. SFAS 168 is effective for financial statements issued for interim
and annual periods ending after September 15, 2009. The Company does not expect
adoption to have a material impact on our consolidated financial statements.

The Company
does not believe that any other recently issued, but not yet effective,
accounting standard if currently adopted would have a material effect on the
accompanying financial statements.

10

---



Brightec, Inc. and SubsidiaryNotes to Condensed Consolidated Financial Statements -
continued
(Unaudited)

NOTE 11  FAIR VALUE OF FINANCIAL INSTRUMENTSSubstantially all of the Companys financial
instruments, consisting primarily of cash equivalents, accounts payable and
accrued expenses, other current liabilities and convertible debt, are carried
at, or approximate, fair value because of their short-term nature or because
they carry market rates of interest.

NOTE 12  SUPPLEMENTAL CASH FLOW INFORMATION

|                                                                  |  |                          |        |               |   |        | 
|----------------------------------------------------------------- |  | ------------------------ | ------ | ------------- | - | ------ | 
|                                                                  |  | For the Six Months Ended |       
|                                                                  |  |                          |       
|                                                                  |  | June 30, 2009            |        | June 30, 2008 |  
|                                                                  |  |                          |        |               |  
|                                                                  |  | (Unaudited)              |        | (Unaudited)   |  
|                                                                  |  |                          |        |               |  
|Supplemental disclosure of cash flow
 information                 |  |                          |        |               |   |        | 
|                                                                  |  |                          |        |               |   |        | 
|Cash paid during the period for taxes                             |  | $                        |       |               | $ |       | 
|                                                                  |  |                          |        |               |   |        | 
|Cash paid during the period for interest                          |  | $                        | 76,714 |               | $ | 71,001 | 
|                                                                  |  |                          |        |               |   |        | 
|                                                                  |  |                          |        |               |   |        | 
|Non-cash activities                                               |  |                          |        |               |   |        | 
|                                                                  |  |                          |        |               |   |        | 
|Issuance of common stock related to
 investor relations agreement |  | $                        |       |               | $ | 750    | 
|                                                                  |  |                          |        |               |   |        | 

NOTE 13 
SUBSEQUENT EVENTThe Company received a Notice of
Federal Tax Lien dated August 6, 2009. The IRS is claiming the Company owes payroll taxes
for the second and third quarters of 2006 as well as interest and penalties totaling
approximately $53,000. The lien attaches to all assets currently owned and to all property
the Company may acquire in the future. An administrative assessment of payroll liability
was determined as a result of the Company not filing required quarterly payroll reports.
The Companys calculations indicate that no payroll tax liability was due during
these two periods.

The Company believes that it does not
owe the delinquent taxes, penalties and interest and plans on contesting the lien. The
Company has replied to all correspondence, filed all outstanding quarterly reports and all
other requested documentation with the IRS. Our latest reply on July 13, 2009 is currently
under review at the IRS. We believe that upon review, this matter will be resolved without
an assessment of liability or interest. It is our understanding that the administrative
review process of our case will take 4 to 5 months from the date of submission. The
Company did not accrue the amounts due under the lien as of and for the six and three
months ended June 30, 2009.

11

---



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

The following
discussion of our financial condition and results of our operations should
be read in conjunction with the Condensed Consolidated Financial Statements and
Notes thereto included elsewhere in this Quarterly Report on Form 10-Q and our
Annual Report on Form 10-K for the year ended December 31, 2008. This Quarterly
Report on Form 10-Q contains forward-looking statements based on our current
expectations, assumptions, estimates and projections about us and our industry.
These forward-looking statements are usually accompanied by words such as
believes, may, should, anticipates, estimates, expects,
future,
intends, hopes, plans, and similar expressions, and the negative thereof.
Forward-looking statements involve risks and uncertainties and our actual
results may differ materially from the results anticipated in these
forward-looking statements as a result of certain factors.

CRITICAL ACCOUNTING POLICIESCertain
of our accounting policies are particularly important to the portrayal and
understanding of our financial position and results of operations and require
us to apply significant judgment in their application. As a result, these
policies are subject to an inherent degree of uncertainty. In applying these
policies, we use our judgment in making certain assumptions and estimates. Our
critical accounting policies, which consist of revenue recognition, accounts
receivable reserves, inventories, derivative instruments (including stock
options) and income taxes are described in our Annual Report on Form 10-K for
the year ended December 31, 2008. There have been no material changes to our
critical accounting policies as of and for the three and six month periods
ended June 30, 2009.

OVERVIEW

We develop and
market luminescent films incorporating luminescent or phosphorescent pigments
(the Luminescent Products). These pigments absorb and re-emit visible light
producing a glow which accounts for the common terminology glow in the
dark. Our Luminescent Products have been and will be sold primarily as a
printable luminescent film designed to add luminescence to existing or new
products. We manufacture through third-party manufacturers, market and sell
graphic quality printable luminescent films. These films are based on our
proprietary and patented technology that enables prints to be of photographic
quality by day and luminescent by night. We expect that our Luminescent
Products will be available for sale in a number of versions appropriate for
commonly used commercial and personal printing technology, including offset
printing or inkjet printing, plus a variety of print on demand digital
technologies. We currently expect to offer our products in sheets and rolls.

We completed
the process of redesigning our website and began to introduce our new product
lines to the marketplace. We started launching our new products in September
2007.

Products that
we introduced by the end of the 2007 included a line of new and improved
printing quality inkjet sheets of different formats, which are being sold in
small packs and bulk packs for the home, office and photographic digital
printing market, a line of inkjet rolls and sheets for the wide format digital
printing market, and a line of offset sheets and flexo rolls for the commercial
printing market.

We launched
our new website in September 2007 and we began to introduce our new product
line shortly thereafter. We anticipated having all of our currently planned
products introduced to the market by the end of 2007. However, due to a
manufacturing complication, we were forced into re-working our manufacturing
process, which caused us not to be able to introduce all of the new product
lines that we had anticipated.

At the end of
2008, the Company has decided to add to its Brightec films product offering for
2009 a new line of finished products for children under the brand name
PlayGlo. This new PlayGlo product line uses Brightecs films, will be
manufactured in the USA and will comprise puzzles and stickers.

The Company
sold 2,000,000 shares of its common stock valued at $0.15 per share for
$300,000 to ARAGONE S.A. of Geneva, Switzerland (Aragone) in connection with
a private placement on April 27, 2009. The 2,000,000 shares of common stock
were issued and delivered May 1, 2009. The Company intends to use the proceeds
of this sale to satisfy outstanding obligations and build inventory for the up
coming launch of the PlayGlo line of products.

12

---



ABILITY TO CONTINUE AS A GOING CONCERNAt June 30, 2009, we have a working capital deficit of
approximately $2.8 million, an accumulated deficit of approximately $15.9
million and recurring negative operating cash flows since inception. Our future viability is dependent upon
our ability to obtain additional debt and/or equity financing and achieve
profitability in future operations. These circumstances raise substantial doubt
about our ability to continue as a going concern. Our auditors have included a
going concern qualification in their auditors report for the year ended
December 31, 2008. Such a going concern qualification may make it more
difficult for us to raise funds when needed.

We believe we
have the ability to obtain additional funds from new investors, our principal
stockholders and employees through the issuance of additional debt, equity
securities and/or the exercise of warrants and stock options. However, until we
identify alternative sources of funding, we will be totally dependent on Mr.
Planche to fund our operations. We do not have any current plans to access
typical sources of credit until our sales volume increases and we have no plans
to make significant investments in property, plant or equipment. Mr. Planche
has made $1.7 million in unsecured cash advances to us through June 30, 2009.

There can be
no assurances that we will be able to raise the funds we require, or that if
such funds are available, that they will be available on commercially
reasonable terms. Our ability to continue to operate as a going concern is
primarily dependent upon our ability to generate the necessary debt and/or
equity financing to effectively market and produce our products, to establish
profitable operations and to generate positive operating cash flows. If we fail
to raise funds or are unable to generate operating profits and positive cash
flows, there are no assurances that we will be able to continue as a going
concern and we may be unable to recover the carrying value of our assets.

Due to the
recent turmoil in the global economy, it is uncertain that the necessary funds
will be available when we require them. We feel that we may benefit from, and
take advantage of, the recent economic uncertainty. As it becomes more difficult
for companies to stay in business, we believe they will need to find more
creative and unique ways to differentiate themselves from their competition. We
believe those companies will be more open to our products as they try to
maintain their market share.

We believe
that we will be successful in generating the necessary financing to fund our
operations through the 2009 calendar year. Accordingly, we believe that no
adjustments or reclassifications of our recorded assets and liabilities are
necessary at this time.

RESULTS OF OPERATIONS

THREE AND SIX
MONTH PERIODS ENDED JUNE 30, 2009 COMPARED WITH THREE AND SIX MONTH PERIODS
ENDED JUNE 30, 2008

RevenuesOur revenues, net of returns, allowances and
discounts, for the three and six month periods ended June 30, 2009 were $49,101
and $50,843 respectively, compared to $884 and to $9,269 for the comparable three and
six month periods of 2008. The increase in our revenue for the three month
period ended June 30, 2009 was due to a sale of several thousand sheets of our
paper-backed offset product to a major stationery supplier for $48,270, and
an increase in sales through our internet webstore.

For the six
month period ended June 30, 2009, the increase in our revenue was due to a sale
of several thousand sheets of our paper-backed offset product to a major
stationery supplier for $48,270, partially offset by the decline in the number
of commercial sales we made and because of a specialized promotional product
that we manufactured and delivered in the first quarter of 2008 of $7,207.

During the
second quarter of 2009, while we had one commercial sale of our Luminescent
Product to a major stationery supplier, we concentrated our efforts on building
inventory of our PlayGlo line of products and their planned launch during the
second quarter 2009. The launch of the line is now in effect and sales will be
recorded during third quarter 2009.

13

---



Gross Profit

Our gross
profit was $23,556 (47.9%) and $24,498 (48.2%) for the three and six month
periods ended June 30, 2009, respectively, compared to a gross profit of $424
(47.9%) and $2,176 (23.5%) for the comparable three and six month periods in
fiscal 2008. The increase in our gross profit for the three month period ended
June 30, 2009 was due to a sale to a major stationery supplier previously
discussed.

The increase
in our gross profit for the six month period ended June 30, 2009 was due an
increase in revenue to a sale to a major stationery supplier previously
discussed, partially offset by to the specialized promotional product that we
manufactured and delivered in the first quarter of 2008.

Research and Development Expenses

Research and
development expenses decreased by $1,438 and $19,520 for the three and six
month periods ended June 30, 2009, respectively, to $37,198 and $52,198, respectively,
from $38,636 and $71,718 for the comparable three and six month periods of
2008.

The decrease
for the three month period ended June 30, 2009 of $1,438 was primarily related
to a decrease in patent related costs from the prior years comparable period
of $3,772 partially offset by a change in the method of allocating various
personnel costs of $2,525.

The decrease
for the six month periods ended June 30, 2009 was primarily due to specific
costs incurred relating to a necessary change in the primary raw materials used
in manufacturing our Luminescent Product. The change required us to change our
manufacturing and a decrease in patent costs for the same period.

Selling and Marketing Expenses

Selling and
marketing expenses consisted of payroll and related taxes, website maintenance
costs, travel costs and fees paid in connection with promotional activities and
press releases and shareholder communications. Selling and marketing expenses
increased $7,709 to $56,352 from $48,643 for the three month period ended June
30, 2009 compared with the three month period of 2008. Selling and marketing
expenses increased by $13,824 for the six month period ended June 30, 2008, to
$118,284 from $104,460.

The increase
for the three month period ended June 30, 2009 is primarily related to
consulting costs associated with the upcoming PlayGlo product introduction.

The increase
for the six month period ended June 30, 2009 is primarily related to consulting
costs associated with the upcoming PlayGlo product introduction and certain
material costs to produce our new samples used for the toy fair earlier this
year.

We anticipate
beginning a major sales and marketing effort in conjunction with the launch of
the PlayGlo line. This effort will target independent retailers in the toy,
gift and book stores, as well as tourist, museum, science center, aquarium and
zoo shops. Our sales and marketing costs will increase significantly as our
marketing samples are produced and distributed in the third and fourth
quarters. Our sales and marketing effort began in the second quarter 2009 with
identifying our initial selection of our target group of independent retailers.
We anticipate that the cost of our 2009 sales and marketing effort to be
between $300,000 to $450,000, which includes, but is not limited to, the costs
to produce all of our marketing collateral and samples, travel costs, employee
compensation. This estimate is less than initially anticipated due the launch
occurring later in the year that originally planned.

General and Administrative Expenses

General and
administrative expenses consisted primarily of the compensation of our
executive officer, other payroll and related taxes and benefits, deferred
financing expenses and rent as well as legal and accounting fees. General and
administrative expenses decreased by $23,221 and $37,710 for the three and six
month periods ended June 30, 2009, respectively to $95,961 and $175,147,
respectively, from $119,182 and $212,857 for the comparable three and six month
periods of 2008.

14

---



The decrease
for the three month period ended June 30, 2009 is primarily related to a
reduction of accounting and legal and a decrease in payroll and payroll related
costs due to higher allocations to selling and marketing partially offset by
increases in rent, health care.

The decrease
for the six month period ended June 30, 2009 is primarily related to a
reduction of accounting and legal costs and a decrease in payroll and payroll related
costs due to higher allocations to selling and marketing partially offset by
increase in rent and health care costs.

General and
administrative costs included consulting fees of $7,469 and $15,135 for the
three and six month periods ended June 30, 2009, related to a two-year
consulting contract with a significant stockholder, commencing on September 11,
2007. The consulting contract fees, with this stockholder for the prior years
comparable time periods of 2008 were $7,469 and $14,938, respectively.

OTHER INCOME (EXPENSE)

Interest ExpenseFor the three and six month periods ended June 30, 2009
and 2008, interest expense was $19,696, $55,328, $40,662 and $82,281,
respectively. Interest expense is dependent on the outstanding balance of our
line of credit and the outstanding balance of unsecured cash advances we
received from Mr. Planche, our president. The interest rate charged by
Ross/Fialkow on the outstanding balances under the line of credit was reduced
from 20% to 10% effective April 1, 2009. The interest rate charged by Mr.
Planche is the Internal Revenue Service short term Applicable Federal Rate.

For the three
and six month periods ended June 30, 2009 and 2008, we incurred interest of
$16,327, $48,970, $35,389, and $70,778, respectively, on our Loan Agreement
with Ross/Fialkow. We also incurred interest on unsecured cash advances from
our president of $3,313, $5,266, $6,303 and $11,496, respectively. For the six
months ended June 30, 2009, we incurred other miscellaneous interest costs of
$56.

For the three
and six month periods ended June 30, 2009 and 2008, interest expense decreased by
$20,966 and $26,953, respectively. Of this decrease in interest, $19,062 and
$21,808 is attributed to the reduction in the interest rate on the outstanding
balance of our line of credit, and $1,953 and $5,193 is attributable to the
decrease in the interest rate on the outstanding balance of unsecured cash
advances we received from Mr. Planche. The remaining change is attributable to
a net change in miscellaneous interest income expense of $49 and $48,
respectively.

Income TaxesWe have not calculated the tax benefits of our net
operating losses, since we do not have the required information. Due to the
uncertainty over our ability to utilize these operating losses, any deferred
tax assets, when determined, would be fully offset by a valuation allowance. The
Company paid $456 along with its extension for a state tax return.

LIQUIDITY AND CAPITAL RESOURCES AS OF JUNE
30, 2009

Since
inception, our operations have not generated sufficient cash flow to satisfy
our capital needs. We have financed our operations primarily through the
private sale of shares of our common stock, warrants to purchase shares of our
common stock and debt securities. Our net working capital deficit at June 30,
2009 was $2.8 million compared to a deficit of $2.7 million as of December 31,
2008.

The current financing for our
operations is derived primarily from unsecured, interest bearing cash advances
from Mr. Planche. While we believe that he will be able to continue funding our
operations, there is no guarantee that he will have the ability to continue to
do so. Mr. Planche has not committed to provide any additional cash advances to
the Company. In light of the recent economic turmoil in the global credit
markets, Mr. Planche may not be able to fund our operations on a timely basis
to enable us to take advantage of various economic opportunities. We do have
the ability to borrow $86,000 under our Loan Agreement with Ross/Fialkow (see NOTE 8 - LINE OF CREDIT in the notes to our
condensed consolidated financial statements included in this Form 10-Q);
however, it is inadequate based on our current and future funding requirements.

15

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Due to the
recent turmoil in the global economy, it is uncertain that the necessary funds
will be available when we require them. We feel that we may benefit from, and
take advantage of, the recent economic uncertainty. As it becomes more
difficult for companies to stay in business, we believe they will need to find
more creative and unique ways to differentiate themselves from their
competition. We believe those companies will be more open to our products as
they try to maintain their market share.

In addition,
our current sales and marketing efforts will require substantial funding beyond
our current operating requirements. We currently intend to attempt raising
capital from various sources, however, we feel that we will be unable to
attract the necessary debt and/or equity financing unless our current sales and
marketing efforts are successful and until additional commercial and retail
sales can be generated to demonstrate that there is a market for our
Luminescent Products beyond our current limited successes.

As previously
discussed, we estimate that it will require $500,000 to $750,000 in additional
funding, to be used for various purposes, to make this sales and marketing
effort successful. An ability to raise capital to fund this effort, or fund it
timely, may influence how successful our sales and marketing effort is and
consequently, affect our ability to attract future debt and/or equity financing
for future operations.

Cash increased
to $87,441 at June 30, 2009 from $10,271 at December 31, 2008.

Net cash used
for operating activities for the six months ended June 30, 2009 was $270,757.
The primary reason for the cash usage was to fund the loss for the period.

Net cash
provided by financing activities for the six months ended June 30, 2009 was
$350,000. The net cash provided was derived from a sale of 2,000,000 shares of
common stock valued at $0.15 per share for $300,000 to ARAGONE S.A. of Geneva,
Switzerland in connection with a private placement on April 27, 2009, unsecured
cash advances received from our president of $36,000 and advances from our line
of credit of $14,000.

Credit AvailabilityWe have a $750,000 Loan Agreement with Ross/Fialkow,
as described in NOTE 8  LINE OF CREDIT
of our condensed consolidated financial statements. We have borrowed $664,000
of the $750,000 available under this loan agreement. As of June 30, 2009, the
outstanding balance under the line of credit was $664,000.

Effects of InflationWe believe that our financial results have not been
significantly impacted by inflation and price changes. We have experienced only
minimally modest increases in the cost of transporting our inventory to and
between our manufacturing vendors and our warehouse and the costs of shipping
our Luminescent Products to purchasers, as our vendors have added fuel
surcharges to our normal shipping costs.

Subsequent Event
The Company received a Notice of
Federal Tax Lien dated August 6, 2009. The IRS is claiming the Company owes payroll taxes
for the second and third quarters of 2006 as well as interest and penalties totaling
approximately $53,000. The lien attaches to all assets currently owned and to all property
the Company may acquire in the future. An administrative assessment of payroll liability
was determined as a result of the Company not filing required quarterly payroll reports.
The Companys calculations indicate that no payroll tax liability was due during
these two periods.

The Company believes that it does not
owe the delinquent taxes, penalties and interest and plans on contesting the lien. The
Company has replied to all correspondence, filed all outstanding quarterly reports and all
other requested documentation with the IRS. Our latest reply on July 13, 2009 is currently
under review at the IRS. We believe that upon review, this matter will be resolved without
an assessment of liability or interest. It is our understanding that the administrative
review process of our case will take 4 to 5 months from the date of submission. The
Company did not accrue the amounts due under the lien as of and for the six and three
months ended June 30, 2009.

ITEM 3. QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET RISK

As a smaller
reporting company defined by Item 10 of Regulation S-K, we are not required to
provide this information.

ITEM 4T. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Based on an
evaluation under the supervision and with the participation of the Companys
management, the Companys principal executive officer and principal
financial officer (one individual) have concluded that the Companys
disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities Exchange Act of 1934, as amended (Exchange Act) were
effective as of June 30, 2009 to ensure that information required to be
disclosed by the Company in reports that it files or submits under the Exchange
Act is (i) recorded, processed, summarized and reported within the time
periods specified in the Securities and Exchange Commission rules and forms and
(ii) accumulated and communicated to the Companys management, including
its principal executive officer and principal financial officer (one
individual), as appropriate to allow timely decisions regarding required
disclosure.

16

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Changes in Internal Control Over Financial Reporting

There were no
changes in the Companys internal control over financial reporting during
the second quarter of 2009, which were identified in connection with
managements evaluation required by paragraph (d) of Rules 13a-15 and
15d-15 under the Exchange Act, that have materially affected, or are reasonably
likely to materially affect, the Companys internal control over financial
reporting.

17

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|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                             
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------
|PART II.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    | OTHER INFORMATION                                           
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                             
|ITEM 1.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | LEGAL PROCEEDINGS                                           
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                             
|There are no
 material legal proceedings pending to which the Company is a party or to
 which any of its properties are subject.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                             
|ITEM 2.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | UNREGISTERED SALES OF EQUITY 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                                           
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                             
|The Company received a Notice of
Federal Tax Lien dated August 6, 2009. The IRS is claiming the Company owes payroll taxes
for the second and third quarters of 2006 as well as interest and penalties totaling
approximately $53,000. The lien attaches to all assets currently owned and to all property
the Company may acquire in the future. An administrative assessment of payroll liability
was determined as a result of the Company not filing required quarterly payroll reports.
The Companys calculations indicate that no payroll tax liability was due during
these two periods.                                                                                                           
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |                                                             
|The Company believes that it does not
owe the delinquent taxes, penalties and interest and plans on contesting the lien. The
Company has replied to all correspondence, filed all outstanding quarterly reports and all
other requested documentation with the IRS. Our latest reply on July 13, 2009 is currently
under review at the IRS. We believe that upon review, this matter will be resolved without
an assessment of liability or interest. It is our understanding that the administrative
review process of our case will take 4 to 5 months from the date of submission. The
Company did not accrue the amounts due under the lien as of and for the six and three
months ended June 30, 2009.

18

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ITEM 6. EXHIBITS

|       |  |                                                                                                                                                                                                    |  |    
|------ |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ---
|Number |  | Description of Exhibit                                                                                                                                                                             |  |    
|       |  |                                                                                                                                                                                                    |  |    
|       |  |                                                                                                                                                                                                    |  |    
|10.30  |  | Standard
 Form Commercial Lease dated September 12, 2008 between Brightec, Inc. and William
 Dolan on behalf of Pleasant Street Realty Trusts I & II                                               |  |    
|       |  |                                                                                                                                                                                                    |  |    
|31     |  | Certification
 of Chief Executive Officer and Chief Financial Officer, pursuant to Section
 302 of the Sarbanes-Oxley Act of 2002 (filed herewith).                                                |  | E-1
|       |  |                                                                                                                                                                                                    |  |    
|32     |  | Certification
 of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C.
 Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
 2002 (filed herewith). |  | E-2

19

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SIGNATURE

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

|                       |                |                                                                                                                                   
|---------------------- | -------------- | ----------------------------------------------------------------------------------------------------------------------------------
|                       | BRIGHTEC, INC.
|                       |                |                                                                                                                                   
|Date: August
 14, 2009 | By:            | /s/ Patrick
 Planche                                                                                                              
|                       |                |                                                                                                                                   
|                       |                | Patrick
 Planche, President, Chief Executive                                                                                      
|                       |                | Officer,
 Treasurer, Director Chief Financial Officer, Principal Executive
 Officer and Principal Financial and Accounting Officer

20

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