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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-QSB/A

(Mark One)

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

                For the quarterly period ended September 30, 2006

                                       or

[ ]  TRANSITION 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, First Floor, South Natick, MA 01760
             -------------------------------------------------------
               (Address of principal executive offices, Zip code)

                                 (508) 647-9710
                           (Issuer's telephone number)

                             Advanced Lumitech, Inc.
                    -----------------------------------------
                    (Former name if changed from last report)

    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)

Check whether the Company (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 [ ] No

Indicate by check mark  whether  the  Company is a shell  company (as defined in
Rule 12b-2 of the Exchange Act). [ ] Yes [X] No

The Company had 100,000,000 shares of Common Stock, $0.001 par value, issued and
outstanding as of November 17, 2006.

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

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

<PAGE>

STATEMENT REGARDING THIS AMENDMENT

The Company is amending its Form 10-QSB for the period  September  30, 2006,  as
previously filed on November 20, 2006.

1.   The Company  determined  that the  satisfaction  of its obligation  under a
     subscription  for  the  purchase  of the  Company's  common  stock  was not
     properly  recognized.  As a result,  as of September 30, 2006,  the Company
     reduced  its  stock   subscriptions   received  by  $25,000  and  increased
     additional paid-in capital by $25,000.

2.   The Company  determined that the stock  redemption  agreements  between the
     Company and certain stockholders were improperly marked-to-market, with the
     changes in the fair value  improperly  reported  as gains or losses in fair
     value of derivative  liabilities on the Company's  statement of operations.
     As a result, the Company increased its liability to stockholders for shares
     redeemed by $1,296,098, increased additional paid-in capital by $55,745 and
     increased  accumulated  deficit  by  $1,326,842  to  reverse  the net gains
     recognized  resulting from mark-to market  adjustments  prior to January 1,
     2006. For the three- and nine month periods ending  September 30, 2006, the
     Company reversed recognized gains of $0 and $133,155, respectively.

The effect of these  restatements  was to  decrease  net income by $0 (less than
$0.01 per  share)  and  $133,155  (less than $0.01 per share) for the three- and
nine month periods ended September 30, 2006,  respectively.  As of September 30,
2006,  current  liabilities were also increased by $1,296,098 and  stockholders'
deficit was increased by $1,296,098.

Our stockholders should refer to the financial statements and accompanying notes
for a detailed  explanation of the  adjustments to the financial  results of the
Company that are contained in this amended Form 10-QSB/A.

In all other material  respects,  this amended Quarterly Report on Form 10-QSB/A
is unchanged from the Quarterly  Report on Form 10-QSB  previously  filed by the
Company on November 20, 2006. This amendment  should also be read in conjunction
with our amended Quarterly Reports on Form 10-QSB/A for the quarters ended March
31, 2005, June 30, 2005,  September 30, 2005,  March 31, 2006 and June 30, 2006,
as well as our  Amended  Annual  Reports on Form  10-KSB/A  for the years  ended
December 31, 2004 and December 31, 2005.

                                        2
<PAGE>

                                      INDEX

<TABLE>
<CAPTION>
                                                                                   Page Number
                                                                                   -----------
<S>                                                                                  <C>
Statement Regarding Amendment                                                           2

Restatement of September 30, 2006 Consolidated Financial Statements                     4

Note Regarding Forward Looking Statements                                             4 - 5

Part I.  Financial Information

     Item 1.  Financial Statements

          Consolidated Balance Sheet at September 30, 2006 - Unaudited                  6

          Consolidated Statements of Operations and Comprehensive Income (Loss)
           for the Three and Nine Months Ended September 30, 2006 and 2005 -
           Unaudited                                                                    7

          Consolidated Statements of Cash Flows for the Nine Months Ended
           September 30, 2006 and 2005 - Unaudited                                      8

          Notes to Condensed  Consolidated  Financial Statements - Unaudited          9 - 16

     Item 2.  Management's Discussion and Analysis of Financial Condition and
               Results of Operations                                                 17 - 21

     Item 3.  Controls and Procedures                                                  22

Part II.   Other Information

     Item 1.  Legal Proceedings                                                        23

     Item 2.  Unregistered Sales of Equity and Use of Proceeds                         23

     Item 3.  Defaults upon Senior Securities                                          23

     Item 4.  Submission of Matters to a Vote of Security Holders                    23 - 24

     Item 5.  Other Information                                                        24

     Item 6.  Exhibits and Reports on Form 8-K                                         25

Signatures                                                                             26

Exhibit Index                                                                          27

Exhibit 31       Certification  of  Chief  Executive  and  Financial  Officer
                  Pursuant to 18 U.S.C Section  1850,  As Adopted  Pursuant to
                  Section  302  of the  Sarbanes-Oxley  Act  of  2002.  (filed
                  herewith)                                                           E - 1

Exhibit 32      Certification  of Chief Executive and Financial  Officer
                  Pursuant to Rule  13a-14(b) of the Exchange Act and 18 U.S.C
                  Section  1850,  as Adopted  Pursuant  to Section  906 of the
                  Sarbanes- Oxley Act of 2002. (filed herewith)                       E - 2
</TABLE>

                                        3
<PAGE>

       RESTATEMENT OF SEPTEMBER 30, 2006 CONSOLIDATED FINANCIAL STATEMENTS

The Company is amending its Form 10-QSB for the period  September  30, 2006,  as
previously filed on November 20, 2006.

1.   The Company  determined  that the  satisfaction  of its obligation  under a
     subscription  for  the  purchase  of the  Company's  common  stock  was not
     properly  recognized.  As a result,  as of September 30, 2006,  the Company
     reduced  its  stock   subscriptions   received  by  $25,000  and  increased
     additional paid-in capital by $25,000.

2.   The Company  determined  that  original  carrying  values of certain  stock
     redemption  agreements  between the Company and certain  stockholders  were
     improperly marked-to-market,  with the changes in the fair value improperly
     reported as gains or losses in fair value of derivative  liabilities on the
     Company's  statement of operations.  As a result, the Company increased its
     liability to  stockholders  for shares  redeemed by  $1,296,098,  increased
     additional paid-in capital by $55,745 and increased  accumulated deficit by
     $1,326,842 to reverse the net gains recognized  resulting from prior period
     mark-to  market  adjustments.  For the three- and nine month periods ending
     September  30,  2006,  the  Company  reversed  recognized  gains  of $0 and
     $133,155, respectively.

The effect of these  restatements  was to  decrease  net income by $0 (less than
$0.01 per  share)  and  $133,155  (less than $0.01 per share) for the three- and
nine month periods ended September 30, 2006,  respectively.  As of September 30,
2006,  current  liabilities were also increased by $1,296,098 and  stockholders'
deficit was increased by $1,296,098.

Our stockholders should refer to the financial statements and accompanying notes
for a detailed  explanation of the  adjustments to the financial  results of the
Company that are contained in this amended Form 10-QSB/A.

In all other material  respects,  this amended Quarterly Report on Form 10-QSB/A
is unchanged from the Quarterly  Report on Form 10-QSB  previously  filed by the
Company on November 20, 2006. This amendment  should also be read in conjunction
with our amended Quarterly Reports on Form 10-QSB/A for the quarters ended March
31, 2005, June 30, 2005,  September 30, 2005,  March 31, 2006 and June 30, 2006,
as well as our  Amended  Annual  Reports on Form  10-KSB/A  for the years  ended
December 31, 2004 and December 31, 2005.

Note Regarding Forward Looking Statements:

This Form 10-QSB/A and other reports filed by the Company from time to time with
the Securities and Exchange Commission, as well as the Company's press releases,
contain or may contain forward-looking statements, within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. The 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-QSB/A 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 as that term is within the meaning of Section 27A of
the  Securities  Act of 1933,  as amended,  and  Section  21E of the  Securities
Exchange Act of 1934, as amended. 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 the  following:  the  Company's
ability to raise the financing required to support the Company's operations; the
Company's ability to

                                        4
<PAGE>

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  lack of  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  will  provide  upon  request,  copies of its  quarterly  and annual
reports,  including interim  unaudited and audited  financial  statements to its
security holders. We also file periodic reports with the Securities and Exchange
Commission as well as 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,  NE,  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 subsidiaries may be
found at www.brightec.com.

                                        5
<PAGE>

                          PART 1. FINANCIAL INFORMATION
                          ITEM 1. FINANCIAL STATEMENTS

                          BRIGHTEC, INC. AND SUBSIDIARY
                           Consolidated Balance Sheet
                        September 30, 2006 (As Restated)
                                   (Unaudited)

                                     ASSETS

Current assets
  Cash                                                       $      28,207
  Inventory                                                        109,204
  Prepaid expenses                                                   6,968
  Deferred financing expense                                        70,990
                                                             -------------
                                       TOTAL CURRENT ASSETS        215,369
                                                             -------------
Office and photographic equipment                                   23,511
  Less accumulated depreciation                                    (23,511)
                                                             -------------
                                                                        --
                                                             -------------
Interest receivable from related party                              57,381
Note receivable from related party                                 250,000
                                                             -------------
                                                                   307,381
                                                             -------------
                                               TOTAL ASSETS  $     522,750
                                                             =============

                      LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities
  Line of credit                                             $     550,000
  Accounts payable                                                 202,444
  Accrued liabilities                                              348,895
  Advances from related party                                       14,372
  Liability for shares to be issued                                403,000
  Liability to stockholders for shares redeemed                  2,580,393
                                                             -------------
                                  TOTAL CURRENT LIABILITIES      4,099,104
                                                             -------------
Stockholders' deficit
  Preferred stock                                                       --
  Common stock                                                     100,000
  Additional paid-in capital                                     8,473,991
  Stock subscribed                                                 470,000
  Accumulated deficit                                          (12,811,711)
  Accumulated other comprehensive income                           191,366
                                                             -------------
                                                                (3,576,354)
                                                             -------------
                TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT  $     522,750
                                                             =============

   The accompanying notes are an integral part of these financial statements.

                                        6
<PAGE>

                          BRIGHTEC, INC. AND SUBSIDIARY
          Consolidated Statements of Operations and Accumulated Deficit
                         and Comprehensive Income(Loss)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                    FOR THE THREE MONTHS               FOR THE NINE MONTHS
                                                     ENDED SEPTEMBER 30,               ENDED SEPTEMBER 30,
                                               -------------------------------   -------------------------------
                                                    2006             2005             2006             2005
                                               --------------   --------------   --------------   --------------
                                                (As Restated)    (As Restated)    (As Restated)    (As Restated)
<S>                                            <C>              <C>              <C>              <C>
Sales                                          $          294   $       38,951   $       10,882   $      123,309
Cost of sales                                             118           25,193            5,019           96,608
                                               --------------   --------------   --------------   --------------
Gross profit                                              176           13,758            5,863           26,701
                                               --------------   --------------   --------------   --------------
Operating expenses
  Research and development                             25,729           67,681           79,349          147,936
  Selling and marketing                                22,490            7,334           26,841           44,857
  General and administrative (includes
   related party expenses of $0, $0, $0
   and $20,000)                                       240,718           55,275          408,397          356,723
  Stock based employee compensation                 1,600,000               --        1,600,000               --
                                               --------------   --------------   --------------   --------------
                                                    1,888,937          130,290        2,114,587          549,516
                                               --------------   --------------   --------------   --------------
Operating loss                                     (1,888,761)        (116,532)      (2,108,724)        (522,815)
                                               --------------   --------------   --------------   --------------
Other income (expense)
  Interest income - related party                       3,182            3,182            9,443            9,443
  Foreign exchange gain (loss)                             --             (258)          17,656             (129)
  Financing costs                                          --               --               --          (92,825)
  Gain (loss) on value of derivative
   liabilities                                       (162,545)         110,290           72,942           75,569
  Interest expense (including related party
   interest of $375, $1,015, $7,095 and
   $7,095)                                            (23,542)          (1,015)         (30,041)          (7,095)
                                               --------------   --------------   --------------   --------------
                                                     (182,905)         112,199           70,000          (15,037)
                                               --------------   --------------   --------------   --------------
Net loss                                           (2,071,666)          (4,333)      (2,038,724)        (537,852)

Accumulated deficit - beginning                   (10,740,045)     (10,532,738)     (10,772,987)      (9,999,219)
                                               --------------   --------------   --------------   --------------
Accumulated deficit - ending                   $  (12,811,711)  $  (10,537,071)  $  (12,811,711)  $  (10,537,071)
                                               ==============   ==============   ==============   ==============
Basic and diluted net loss per share           $        (0.02)  $           --   $        (0.02)  $        (0.01)
                                               ==============   ==============   ==============   ==============
Weighted average number of shares used
in computation of basic and diluted net
diluted net loss per share                        100,000,000      100,000,000      100,000,000      100,000,000
                                               ==============   ==============   ==============   ==============
COMPREHENSIVE INCOME (LOSS)

  Net loss                                     $   (2,071,666)  $       (4,333)  $   (2,038,724)  $     (537,852)

  Foreign currency translation gain (loss)              9,394            8,274           (4,855)           6,908
                                               --------------   --------------   --------------   --------------
  Comprehensive income (loss)                  $   (2,062,272)  $        3,941   $   (2,043,579)  $     (530,944)
                                               ==============   ==============   ==============   ==============
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                        7
<PAGE>

                          BRIGHTEC, INC. AND SUBSIDIARY
                      Consolidated Statements of Cash Flows
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                           FOR THE NINE MONTHS ENDED
                                                                                 SEPTEMBER 30,
                                                                        -------------------------------
                                                                             2006            2005
                                                                        --------------   --------------
                                                                         (As Restated)    (As Restated)
<S>                                                                     <C>              <C>
Cash flows from operating activities
Net loss                                                                $   (2,038,724)  $     (537,852)
Adjustments to reconcile net loss to net cash used for
     operating activities:
          Accrued interest on note receivable - related party                   (7,050)          (8,732)
          Foreign exchange gain                                                     --           (7,721)
          Gain on value of derivative liabilities                              (72,942)         (75,569)
          Financing costs                                                           --           92,825
          Amortization of deferred financing costs                              35,495               --
          Stock based compensation                                           1,600,000               --
          General and administrative expense associated with
               stock based transactions                                             --           65,000
Changes in operating assets and liabilities:
     (Increase) decrease in:
          Accounts receivable                                                    3,183          (30,767)
          Inventory                                                            (51,099)         (25,793)
          Prepaid expenses                                                       1,138             (987)
     Increase (decrease) in:
          Accounts payable                                                     (31,859)        (108,705)
          Accrued liabilities                                                   68,575          (79,228)
                                                                        --------------   --------------
                               Net cash used for operating activities         (493,283)        (717,529)
                                                                        --------------   --------------
Cash flows from financing activities
     Principal payments on long-term debt                                           --           (3,430)
     Principal payments on note payable - related party                             --         (100,000)
     Advances received from related parties                                    130,600               --
     Repayment of advances from related parties                               (239,200)         (93,755)
     Advances from line of credit                                              550,000               --
     Payment of deferred financing expense                                     (37,500)              --
     Cash received for sale of exercise of warrants and
          stock subscribed                                                     120,000          917,000
                                                                        --------------   --------------
                            Net cash provided by financing activities          523,900          719,815
                                                                        --------------   --------------
Effects of changes in foreign exchange rates                                    (4,855)           6,908
                                                                        --------------   --------------

                            Net increase in cash and cash equivalents           25,762            9,194

Cash - beginning                                                                 2,445            4,310
                                                                        --------------   --------------
Cash - ending                                                           $       28,207   $       13,504
                                                                        ==============   ==============
Supplemental disclosures of cash flow information

     Cash paid during the period for interest                           $       20,874   $       13,611
                                                                        ==============   ==============
Schedule of non-cash activities

     Issuance of stock to settle accounts payable                       $           --   $       60,000
                                                                        ==============   ==============
     Liability to stockholders for shares redeemed and cancelled        $       26,208   $    2,534,234
                                                                        ==============   ==============
     Issuance of warrants relating to private placements                $      193,176   $      550,166
                                                                        ==============   ==============
     Issuance of warrants for financing costs                           $           --   $       92,825
                                                                        ==============   ==============
     Exercise of warrants classified as liabilities                     $       (5,472)  $     (158,129)
                                                                        ==============   ==============
     Issuance of warrants in connection with line of credit             $       68,985   $           --
                                                                        ==============   ==============
</TABLE>

   The accompanying notes are an integral part of these financial statements.

                                        8
<PAGE>

                          BRIGHTEC, INC. AND SUBSIDIARY
                   Notes to Consolidated Financial Statements
                                   (Unaudited)

NOTE 1 - OPERATIONS
Brightec,  Inc.  ("BRTE" or "Company")  develops and markets  luminescent  films
incorporating   luminescent  or   phosphorescent   pigments  (the   "Luminescent
Product").  These pigments  absorb and reemit  visible light  producing a "glow"
which  accounts  for the common  terminology  "glow in the dark." The  Company's
Luminescent  Product  has  been  and  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  Product 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.

On September 25, 2006, at a special meeting of the Company's  stockholders,  the
stockholders  approved changing the name of the Company from Advanced  Lumitech,
Inc., to Brightec, Inc. In addition,  effective November 13, 2006, the Company's
stock trading symbol changed from "ADLU" to "BRTE."

Restatement of September 30, 2006 Interim Consolidated  Financial Statements
The Company is amending its Form 10-QSB for the period  September  30, 2006,  as
previously filed on November 20, 2006.

1.   The  Company  determined  that  the  satisfaction  its  obligation  under a
     subscription  for  the  purchase  of the  Company's  common  stock  was not
     properly  recognized.  As a result,  as of September 30, 2006,  the Company
     reduced  its  stock   subscriptions   received  by  $25,000  and  increased
     additional paid-in capital by $25,000.  See NOTE 14 - CAPITAL STOCK - STOCK
     SUBSCRIBED.

2.   The Company  determined  that  original  carrying  values of certain  stock
     redemption  agreements  between the Company and certain  stockholders  were
     improperly marked-to-market,  with the changes in the fair value improperly
     reported as gains or losses in fair value of derivative  liabilities on the
     Company's  statement of operations.  As a result, the Company increased its
     liability to  stockholders  for shares  redeemed by  $1,296,098,  increased
     additional paid-in capital by $55,745 and increased  accumulated deficit by
     $1,326,842 to reverse the net gains recognized  resulting from prior period
     mark-to  market  adjustments.  For the three- and nine month periods ending
     September  30,  2006,  the  Company  reversed  recognized  gains  of $0 and
     $133,155,  respectively. See NOTE 13 - LIABILITY TO STOCKHOLDERS FOR SHARES
     REDEEMED.

The effect of these  restatements  was to  decrease  net income by $0 (less than
$0.01 per  share)  and  $133,155  (less than $0.01 per share) for the three- and
nine month periods ended September 30, 2006,  respectively.  As of September 30,
2006,  current  liabilities were also increased by $1,296,098 and  stockholders'
deficit was increased by $1,296,098.

NOTE 2 - INTERIM FINANCIAL STATEMENTS
The accompanying  unaudited  consolidated  financial statements at September 30,
2006 and for the three and nine month periods ended  September 30, 2006 and 2005
include the accounts of the Company and its  wholly-owned  subsidiary  (Brightec
S.A.).  All  inter-company  transactions  and balances  have been  eliminated in
consolidation. In our opinion, these unaudited consolidated financial statements
have been  prepared  on the same  basis as the  audited  consolidated  financial
statements  included in our Annual Reports on Form 10-KSB and 10-KSB/A,  for the
year ended December 31, 2005 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 consolidated  financial  statements should be read in
conjunction with the audited  consolidated  financial statements included in our
Annual  Reports on Form 10-KSB and Form 10-KSB/A for the year ended December 31,
2005.

                                       9
<PAGE>

                          BRIGHTEC, INC. AND SUBSIDIARY
             Notes to Consolidated Financial Statements - continued
                                   (Unaudited)

NOTE 3 - LIQUIDITY, MANAGEMENT PLANS AND GOING CONCERN
The Company  has a working  capital  deficit of  $3,883,735  and an  accumulated
deficit of  $12,811,711  at September  30, 2006 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  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.  Management  believes  that it will
continue  to be  successful  in  raising  the  necessary  financing  to fund the
Company's  operations through the 2006 calendar year;  however,  there can be no
assurances that such financing can be obtained. Accordingly, management believes
that no adjustments or  reclassifications of recorded assets and liabilities are
necessary at this time.

NOTE 4 - DERIVATIVE INSTRUMENTS
In connection with the issuances of equity  instruments or debt, the Company may
issue options or warrants to purchase  common stock.  In certain  circumstances,
these  options or warrants  may be  classified  as  liabilities,  rather than as
equity.  In  addition,  the  equity  instrument  or debt  may  contain  embedded
derivative  instruments,  such as  conversion  options or listing  requirements,
which  in  certain  circumstances  may be  required  to be  bifurcated  from the
associated  host  instrument  and  accounted  for  separately  as  a  derivative
liability instrument.  The Company accounts for derivative liability instruments
under the provision of SFAS No. 133, "Accounting for Derivative  Instruments and
Hedging Activities."

NOTE 5 - EARNINGS PER SHARE
The Company computes earnings or loss per share in accordance with 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  reflects 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 income per share, as their effect would be  anti-dilutive  or
their issuance prices were in excess of the average market price for the period:

<TABLE>
<CAPTION>
                                                   September 30, 2006   September 30, 2005
                                                   ------------------   ------------------
<S>                                                         <C>                  <C>
Warrants (weighted average)                                 5,796,295            1,618,934
                                                   ==================   ==================
Convertible line of credit (weighted average)               1,606,924                   --
                                                   ==================   ==================
Stock options (weighted average)                              367,647                   --
                                                   ==================   ==================
</TABLE>

NOTE 6 - COMPREHENSIVE INCOME
The Company reports components of comprehensive income under the requirements of
SFAS No. 130, "Reporting Comprehensive Income." This statement establishes rules
for the reporting of comprehensive  income and its components which require that
certain items be presented as separate  components of stockholders'  equity. For
the periods presented, the Company's comprehensive gain or loss consisted solely
of foreign currency translation adjustments.

NOTE 7 - INCOME TAXES
The Company has not calculated  the tax benefits of its net operating  losses as
of  September  30,  2006 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, 2005,  2004,  2003,  2002 and 2000.  If  permitted,  the tax
returns filed for 2001 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.

                                       10
<PAGE>

                          BRIGHTEC, INC. AND SUBSIDIARY
             Notes to Consolidated Financial Statements - continued
                                   (Unaudited)

NOTE 8 - INVENTORIES
Inventories  are  stated at the lower of cost  (first-in,  first-out)  or market
value and consist of the following at September 30, 2006:

                        Raw materials       $   20,988
                        Work in process         85,044
                        Finished goods           3,172
                                            ----------
                                            $  109,204
                                            ==========

NOTE 9 - DEFERRED FINANCING EXPENSES
In  connection  with the Loan and  Security  Agreement  (the "Loan and  Security
Agreement")  entered into on June 8, 2006  between the Company and  Ross/Fialkow
Capital Partners,  LLC, Trustee of Brightec Capital Trust  ("Ross/Fialkow") (see
NOTE 11 - LINE OF CREDIT), the Company agreed to pay a commitment fee of $37,500
to  Ross/Fialkow  and issued a warrant to  Ross/Fialkow  to  purchase  1,500,000
shares of common stock at an exercise price of $0.12 per share.  The warrant was
valued at  $68,985  using the  Black  Scholes  method  of  valuing  options  and
warrants.  These  amounts  are  being  amortized  over  the term of the Loan and
Security  Agreement  (twelve  months).  As of September 30, 2006, the balance of
deferred financing expense consisted of the following:

               Commitment fee                    $     37,500
               Value of warrants issued                68,985
               Less: accumulated amortization         (35,495)
                                                 ------------
                                                 $     70,990
                                                 ============

NOTE 10 - RELATED PARTY TRANSACTIONS
As of September  30, 2006, a ten year note of $250,000 was  receivable  from the
Company's  president who is also a director and stockholder.  This full recourse
note bears  interest at a fixed rate of 5.05% and is due no later than  December
31,  2011.  Interest  on the note is  accrued  quarterly  and due  annually.  No
interest  payments  on such note have been made to date.  During  the three- and
nine month periods ended  September  30, 2006 and 2005,  the Company  recognized
interest income of $3,182 and $9,443, respectively.

At September 30, 2006, the Company owed the president $14,372 in connection with
advances  made by him to the Company.  During the three- and nine month  periods
ended  September  30,  2006,  he made  advances  to the  Company of $35,000  and
$46,900, respectively and the Company repaid $63,000 and $147,000, respectively,
of the outstanding advances due. All such advances bear interest at the Internal
Revenue  Service short term  "Applicable  Federal Rate," (5.02% at September 30,
2006),  calculated  and accrued  monthly.  For the three- and nine month periods
ended September 30, 2006 and 2005, the Company incurred $375, $2,402, $1,015 and
$7,095, respectively, of interest expense on the outstanding advances.

The Company  offsets the amount of interest  expense  recognized on  outstanding
cash  advances  due  against  the amount of interest  income  recognized  on the
outstanding note receivable.  As of September 30, 2006, net interest  receivable
from the Company's president was $57,381.

In addition to the amounts  described  above,  certain  stockholders and related
parties  made  unsecured,  non-interest  bearing  cash  advances to the Company,
without specific  repayment terms. As of December 31, 2005, one stockholder made
a cash advance of $8,500. During the nine month period ended September 30, 2006,
other  stockholders  and related  parties made cash  advances of $83,700.  As of
September 30, 2006, the entire amount of outstanding  cash advances due to these
shareholders and related parties was paid in full.

In 2005, the Company paid consulting fees to its major stockholder who is also a
director of the Company.  Fees totaled $0 and $20,000 for each of the three- and
nine month periods ended September 30, 2005, respectively.

                                       11
<PAGE>

                          BRIGHTEC, INC. AND SUBSIDIARY
             Notes to Consolidated Financial Statements - continued
                                   (Unaudited)

NOTE 11 - LINE OF CREDIT
On June 8, 2006, the Company  entered into the Loan and Security  Agreement with
Ross/Fialkow,  in the amount of $750,000. The significant terms of the agreement
are as follows:

1.   Convertible note: Principal amount of $750,000
2.   Due date: June 8, 2007,  subject to  acceleration  upon an Event of Default
     (as defined in the Loan Agreement) at the discretion of Ross/Fialkow.
3.   Interest rate: 20% per year.
4.   Interest payments dates: Due monthly commencing July 8, 2006.
5.   Commitment fee paid to Ross: $37,500.
6.   Conversion  right: 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. If the full principal amount of the loan were advanced and
     converted,  the  number  of  shares  of  common  stock  to be  issued  upon
     conversion would be 6,250,000 (such shares, the "Conversion  Shares").  The
     Conversion Shares carry piggy-back registration rights.
7.   Warrant: A common stock purchase warrant (the "Warrant") has been issued to
     Ross/Fialkow to purchase up to 1,500,000  shares (the "Warrant  Shares") of
     the  Company's  common  stock at an  exercise  price of  $0.12  per  share,
     expiring on May 31, 2009. The Warrant Shares carry piggy-back  registration
     rights.
8.   Collateral and other security: All assets of the Company have been pledged,
     including the assets of the  Company's  wholly owned  subsidiary,  Brightec
     S.A., a Swiss corporation (the  "Subsidiary"),  and a pledge of the capital
     stock of the  Subsidiary;  the Subsidiary has fully  guaranteed the payment
     and performance of the Agreement, the Convertible Note and the Warrant.
9.   Representations  and covenants:  The Pledge and Security Agreement contains
     customary   representations  of  the  Company  as  borrower,   including  a
     prohibition  on the  payment of  dividends  or other  distributions  on the
     Company's common stock.
10.  Events of Default:  The Pledge and Security  Agreement and the  Convertible
     Note  contain   customary  Events  of  Default  which,  if  not  waived  by
     Ross/Fialkow,  would entitle Ross/Fialkow to accelerate the due date of the
     Note. The Events of Default  include,  among other things,  a change in the
     condition or affairs  (financial  or otherwise) of the Company which in the
     reasonable  opinion  of  Ross/Fialkow,  materially  impairs  Ross/Fialkow's
     security or materially increases Ross/Fialkow's risk.

Interest  expense  amounted to $23,167 and $27,639 for the three- and nine month
periods ended September 30, 2006.

As of September  30,  2006,  the  outstanding  balance of the line of credit was
$550,000.

NOTE 12 - LIABILITY FOR SHARES TO BE ISSUED
Liability  for shares to be issued  represents  commitments  to issue  shares of
common stock in exchange for services  provided or the settlement of debt.  Such
shares remain unissued at September 30, 2006.

During the three- and nine month periods ending  September 30, 2006, the Company
did not enter into any  agreements for the issuance of shares of common stock in
exchange for services or for the settlement of debt.

As of September 30, 2006,  2,890,000  shares with an aggregate value of $403,000
are committed but un-issued.

On  September  25,  2006,  a special  meeting of the Company  stockholders,  the
stockholders  voted to increase the authorized  number of shares of common stock
the  Company  can issue  from 100  million  to 245  million.  As a result of the
increase,  the Company will issue shares of common stock in  satisfaction of all
its  outstanding  commitments  to issue  shares for  services  received  and the
settlement of debt, as soon as is reasonably possible.

NOTE 13 - LIABILITY TO STOCKHOLDERS FOR REDEEMED SHARES
In December 2004 and at various times during 2005,  the Company's  president and
other  stockholders  agreed  to allow  the  Company  to  redeem  shares of their
respective common stock in order to allow the Company to fulfill its obligations
to certain consultants and investors. This was as a result of the Company having
already  issued all of

                                       12
<PAGE>

                          BRIGHTEC, INC. AND SUBSIDIARY
             Notes to Consolidated Financial Statements - continued
                                   (Unaudited)

NOTE 13 - LIABILITY TO STOCKHOLDERS FOR REDEEMED SHARES - continued
its shares of authorized  common stock.  The  agreements  state that the Company
will  reissue to its  president  and the other  stockholders  the same number of
shares  redeemed as soon as is  reasonable  practical and that the president and
other   stockholders  will  receive  no  additional   compensation   beyond  the
re-issuance of the number of shares of common stock redeemed.


On January 27, 2006 and May 12, 2006, a  stockholder,  a former  director of the
Company and the brother of the Company's president,  agreed to allow the Company
to redeem an additional 195,834 and 208,334 shares, respectively,  of his common
stock,  for no  additional  consideration,  in order to  fulfill  the  Company's
obligation to another  shareholder and a new investor under the partial exercise
of a stock  warrant and the  subscription  for the  purchase of shares of common
stock,  for the  same  number  of  shares,  respectively.  These  shares  had an
aggregate value of $13,708 and $12,500, respectively, on the redemption dates.

As of September 30, 2006, the liability representing the Company's obligation to
its stockholders for the common stock shares redeemed was $2,580,393.

On September 25, 2006, at a special meeting of the Company's  stockholders,  the
stockholders  voted to increase the number of authorized  shares of common stock
the  Company  can issue  from 100  million  to 245  million.  As a result of the
increase,  the Company  will  re-issue  the  redeemed  shares to the  respective
stockholders as soon as is reasonable possible.

NOTE 14 - CAPITAL STOCK

NUMBER OF SHARES OF COMMON STOCK  AUTHORIZED,  ISSUED AND OUTSTANDING
Under the Company's charter, 100,000,000 shares of $0.001 par value common stock
are  authorized.  On September 25, 2006,  at a special  meeting of the Company's
stockholders, the stockholders approved the increase in the Company's authorized
common stock from 100 million shares to 245 million shares.  As of September 30,
2006, 100,000,000 shares of common stock were issued and outstanding.

As of September  30,  2006,  the Company was  committed  to issue an  additional
17,123,933  shares of common stock to various  shareholders  in  satisfaction of
various redemption agreements.

The Company had entered into various  agreements  with various  vendors to issue
shares of common stock in satisfaction of amounts payable for services  rendered
to the Company during 2005 and in prior years and in satisfaction of claims made
against the Company.  In addition,  there are stock  subscriptions  representing
equity  investments  for which  shares of common stock have not been issued (see
below).  The total  number of shares to be issued as of  September  30, 2006 was
7,016,668.

In total,  as of  September  30,  2006,  the Company was  committed  to issue an
additional 24,140,601 shares of common stock.

ISSUANCES OF COMMON STOCK
On January 27,  2006, a  stockholder  partially  exercised  warrants to purchase
195,834  shares of the Company's  common stock at an exercise price of $0.12 per
share, for an aggregate exercise price of $23,500.

On May 12,  2006,  the  Company  issued  208,334  shares of  common  stock to an
investor with an aggregate purchase price of $25,000.

STOCK SUBSCRIBED
As of June 30,  2006,  4,126,668  shares of the  Company's  common stock with an
aggregate  purchase  price of $470,000 were  subscribed  but remained  unissued.
During the three month period  ended  September  30,  2006,  the Company did not
receive any  additional  stock  subscriptions  for the purchase of shares of the
Company's common stock.

As a result,  as of  September  30,  2006,  4,126,668  shares with an  aggregate
purchase price of $470,000 remain subscribed and unissued.

                                       13
<PAGE>

                          BRIGHTEC, INC. AND SUBSIDIARY
             Notes to Consolidated Financial Statements - continued
                                   (Unaudited)

NOTE 14 - CAPITAL STOCK - continued

ISSUANCE OF WARRANTS

The Company evaluated all warrants to determine if they give rise to an embedded
derivative that would need to be accounted for separately under SFAS No. 133 and
EITF 00-19. The Company  determined that, as it did not have a sufficient number
of  authorized  and  unissued  shares of common  stock  available  to settle the
warrants, such warrants should be recorded as a liability. From the date of each
issuance,  the Company  values the  warrants  at fair value,  at the end of each
reporting period  (quarterly) with the change in value reported on the statement
of  operations  as a "Gain (Loss) on Value of  Derivative  Liabilities,"  in the
period in which the change occurred.

For the three- and nine month  periods ended  September  30, 2006 and 2005,  the
Company  recognized  a gain  (loss) on the value of  derivative  liabilities  of
$(162,545), $110,290 and $72,942 and $75,569, respectively.

As previously  described,  on September  25, 2006,  at a special  meeting of the
Company's  stockholders,  the  stockholders  voted to  increase  the  number  of
authorized shares of common stock from 100 million to 245 million. This resulted
in the elimination of the requirement to classify the value of the warrants as a
liability.  From the date of the various  issuances  through September 25, 2006,
the  Company  valued  the  warrants  at the end of  each  reporting  period.  On
September 25, 2006, the fair value of the warrants of $435,882 was  reclassified
to additional paid-in capital.

The fair value of the  warrants  was  estimated  at the date of grant  using the
Black/Scholes  option  pricing model with the following  assumptions:  risk-free
interest  rate of 4.59% to 5.01%;  no dividend  yield;  an expected  life of the
warrant,  equal to the full  term of the  warrant,  ranging  from 6 months to 32
months; and a volatility factor of 154.80% to 178.00%.

PREFERRED STOCK
On September 25, 2006, at a special meeting of the Company's  stockholders,  the
stockholders  approved  the  creation of five  million  shares of "blank  check"
preferred  stock.  Subject to the  provisions  of the Company's  Certificate  of
Amendment to the Articles of  Incorporation  and the  limitations  prescribed by
law, the Board of Directors is expressly  authorized at its discretion,  without
further  stockholder  action,  to adopt  resolutions to issue shares, to fix the
number of shares and to change the number of shares  constituting any series and
to provide  for or change  the  voting  powers,  designations,  preferences  and
relative,  participating,  optional  or other  special  rights,  qualifications,
limitations  or  restrictions  thereof,  including  dividend  rights  (including
whether the  dividends are  cumulative),  dividends  rates,  terms of redemption
(including sinking fund provisions),  redemption  prices,  conversion rights and
liquidation  preferences of the shares  constituting any series of the preferred
stock, in each case without any further action or vote by the stockholders.  The
Board of Directors would be required to make any  determination  to issue shares
of preferred stock based on its judgment as to the best interests of the Company
and its stockholders.

NOTE 15 - STOCK OPTIONS

ACCOUNTING FOR STOCK OPTIONS
In the second quarter of 2005, the Company's Board of Directors  granted options
to employees and/or directors to purchase  20,000,000  shares of common stock at
an exercise  price of $0.12 per share,  to be fully  vested as of April 28, 2005
and  exercisable  for a period of ten  years.  For  accounting  purposes,  these
options  were not deemed  granted  because the Company did not have a sufficient
number of shares of authorized common stock available to issue upon the exercise
of any of the options.

As previously  discussed,  on September  25, 2006,  at a special  meeting of the
Company stockholders, the stockholders approved an increase in the amount of the
Company's authorized shares of common stock from 100 million to 245 million.

                                       14
<PAGE>

                          BRIGHTEC, INC. AND SUBSIDIARY
             Notes to Consolidated Financial Statements - continued
                                   (Unaudited)

NOTE 15 - STOCK OPTIONS - continued

ACCOUNTING FOR STOCK OPTIONS - continued
Since the required approval has been obtained from the stockholders, the Company
has recognized  $1,600,000 of stock based  compensation  for the three- and nine
month periods ended September 30, 2006.

The fair value of these options was determined  using the  Black/Scholes  option
pricing model with the following assumptions:  risk-free interest rate of 4.19%;
no  dividend  yield;  an  expected  life of the  options  of 103  months;  and a
volatility factor of 352%.

Effective  January 1, 2006,  the Company  adopted SFAS No.  123(R), "Share Based
Payment" utilizing  the "modified  prospective"  method as described in SFAS No.
123(R). In the "modified  prospective"  method,  compensation cost is recognized
for all  share-based  payments  granted  after  the  effective  date and for all
unvested awards granted prior to the effective date. In accordance with SFAS No.
123(R),  prior period  amounts were not restated.  SFAS No. 123(R) also requires
the tax benefits associated with these share-based  payments to be classified as
financing  activities in the Statement of Cash Flows, rather than operating cash
flows as  required  under  previous  regulations.  There  was no  effect  to the
Company's  financial  position  or  results  of  operations  as a result  of the
adoption of this Standard.

Prior to the effective  date,  the Company  accounted for  stock-based  employee
compensation  under Accounting  Principles Board Opinion No. 25, "Accounting for
Stock Issued to Employees" and related interpretations.

There were no stock options  granted to employees of the Company during the nine
months ended September 30, 2006.

Stock options and warrants granted to  non-employees  are recorded at their fair
value,  as  determined  in  accordance  with SFAS No.  123(R) and EITF 96-18 and
recognized over the related service period.

2006 STOCK INCENTIVE PLAN
On September 25, 2006, at a special meeting of the Company's  stockholders,  the
stockholders  approved  the  creation  of the 2006  Stock  Incentive  Plan  (the
"Plan").

Awards  under the 2006 Stock  Incentive  Plan may  include  non-qualified  stock
options, incentive stock options, stock appreciation rights ("SARs"), restricted
shares of common stock,  restricted units and performance awards. For a complete
description of the Plan, see the Company's Definitive Proxy Statement filed with
the SEC on July 26, 2006. The Plan became effective on September 25, 2006.

NOTE 16 - RECENT ACCOUNTING PRONOUNCEMENTS
In February 2006, the Financial  Accounting  Standards  Board (FASB) issued SFAS
No. 155,  "Accounting for Certain Hybrid  Financial  Instruments."  SFAS No. 155
amends  SFAS  No  133,  "Accounting  for  Derivative   Instruments  and  Hedging
Activities,"  and SFAS No. 140,  "Accounting  for  Transfers  and  Servicing  of
Financial Assets and Extinguishments of Liabilities." SFAS No. 155, permits fair
value  remeasurement  for any  hybrid  financial  instrument  that  contains  an
embedded  derivative  that  otherwise  would require  bifurcation  (separation),
clarifies which interest-only  strips and principal-only  strips are not subject
to the  requirements  of SFAS No. 133,  establishes  a  requirement  to evaluate
interest  in  securitized  financial  assets  to  identify  interests  that  are
freestanding  derivatives or that are hybrid financial  instruments that contain
an embedded derivative requiring  bifurcation,  clarifies that concentrations of
credit  risk in the form of  subordination  are not  embedded  derivatives,  and
amends  SFAS  No.  140  to  eliminate   the   prohibition   on  the   qualifying
special-purpose  entity from  holding a  derivative  financial  instrument  that
pertains  to a  beneficial  interest  other than  another  derivative  financial
instrument.  This statement is effective for all financial  instruments acquired
or issued  after the  beginning of the  Company's  first fiscal year that begins
after September 15, 2006. SFAS No. 155 is not expected to have a material effect
on the financial position or results of operations of the Company.

                                       15
<PAGE>

                          BRIGHTEC, INC. AND SUBSIDIARY
             Notes to Consolidated Financial Statements - continued
                                   (Unaudited)

NOTE 16 - RECENT ACCOUNTING PRONOUNCEMENTS - continued
In June 2006, the FASB issued Interpretation No. 48, "Accounting for Uncertainty
in Income Taxes - an  interpretation  of FASB Statement No. 109" (FIN 48), which
clarifies the accounting for uncertainty in income taxes recognized in financial
statements in accordance  with FASB No. 109,  "Accounting for Income Taxes." FIN
48  prescribes  a  recognition  threshold  and  measurement  attribute  for  the
financial  statement  recognition  and  measurement  of a tax position  taken or
expected to be taken in a tax return. The provisions of FIN 48 are effective for
fiscal years beginning  after December 15, 2006,  with the cumulative  effect of
the change in accounting principle recorded as an adjustment to opening retained
earnings.  The Company is currently evaluating the impact of adopting FIN 48 and
cannot yet determine the impact of its adoption  until  approximately  the third
quarter of 2007 when the Company  anticipated  fulfilling all of its outstanding
federal and state tax reporting obligations.

In  September  2006,  the FASB issued SFAS No. 157,  "Fair Value  Measurements,"
which  amends  and  puts  in one  place  guidance  on  the  use  of  fair  value
measurements  which had been spread  through four APB Opinions and  thirty-seven
FASB  Standards.  No  extensions  of the  use of  fair  value  measurements  are
contained in this new  pronouncement  and with some special industry  exceptions
(e.g.,  broker-dealers)  no significant  changes in practice  should ensue.  The
standard is to be applied to financial  statements  beginning after November 15,
2007. The adoption of SFAS No. 157 is not expected to have a material  impact on
the financial position or results of operations of the Company.

In  addition,  in  September  2006,  the FASB issued  SFAS No. 158,  "Employers'
Accounting for Defined Benefit Pension Plans and Other Postretirement Plans - an
amendment of FASB Statements No. 87, 88, 106 and 132(R)." This standard requires
recognition in the balance sheet of the funded status of pension  plans,  rather
than footnote  disclosure which is current  practice.  Publicly traded companies
are to reflect the new standard in financial  statements  ending after  December
15, 2006 and  non-public  companies are to apply it in  statements  ending after
June 15, 2007. As the Company does not maintain a defined  benefit  pension plan
and has no plans to do so,  this  standard  should  not have any  impact  on the
Company's financial position or results of operations.

In September  2006, the SEC issued Staff  Accounting  Bulletin  ("SAB") No. 108,
"Considering   the  Effects  of  Prior  Year   Misstatements   when  Quantifying
Misstatements  in Current  Year  Financial  Statements"  (SAB  108),  to provide
guidance  on the  consideration  of the effects of prior year  misstatements  in
quantifying  current  year  misstatements  for  the  purpose  of  a  materiality
assessment. Under SAB 108, companies should evaluate a misstatement based on its
impact on the current year income statement, as well as the cumulative effect of
correcting  such  misstatements  that  existed in prior  years  existing  in the
current  year's  ending  balance  sheet.  SAB 108 will become  effective for the
Company in its fiscal  year  ending  June 30,  2007.  The  Company is  currently
evaluating the impact of the provisions of SAB 108 on its consolidated financial
statements.

                                       16
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following discussion of the financial condition and results of operations of
the  Company  should  be read in  conjunction  with the  Consolidated  Financial
Statements and Notes thereto included elsewhere in this Amended Quarterly Report
on Form  10-QSB/A  and our Annual  Reports on Forms  10-KSB and 10-KSB/A for the
year ended  December 31, 2005.  This Amended  Quarterly  Report on Form 10-QSB/A
contains   forward-looking   statements  based  on  our  current   expectations,
assumptions, estimates and projections about the Company and our industry. These
forward-looking  statements are usually accompanied by words such as "believes,"
"anticipates,"  "plans,"  "expects"  and  similar  expressions.  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 POLICIES
Certain of the Company's  accounting policies are particularly  important to the
portrayal and understanding of its financial  position and results of operations
and require the application of significant judgment by management.  As a result,
these  policies are subject to an inherent  degree of  uncertainty.  In applying
these policies,  the Company uses its judgment in making certain assumptions and
estimates.  The Company's critical accounting policies, which consist of revenue
recognition, account receivable reserves, inventories and financial instruments,
are  described  in the Annual  Reports on Forms 10-KSB and 10-KSB/A for the year
ended  December 31, 2005.  There have been no material  changes to the Company's
critical accounting policies as of September 30, 2006.

RESULTS OF OPERATIONS

THREE MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2006 COMPARED WITH THREE MONTHS
AND NINE MONTHS ENDED SEPTEMBER 30, 2005

REVENUES
The Company's revenue, net of returns,  allowances and discounts, for the three-
and nine month periods ended September 2006, was $294 and $10,882, respectively,
compared to $38,951 and $123,309,  respectively,  for the comparable  three- and
nine month  periods of 2005.  This  decrease in revenue is primarily  due to the
fact that in the comparable  periods of 2005, the Company made commercial  sales
of its  Luminescent  Product,  which was sold to a major poster board and inkjet
paper  marketer.  The  marketer  introduced a  "Glow-in-the-Dark  Sign Kit" that
includes two sheets of Brightec's  glow-in-the-dark  paper in an 11"x14"  poster
board format and two "Inkjet  Glow-in-the-Dark  Photo  Quality Paper Packs," one
including five sheets of Brightec  glow-in-dark paper in an 4"x6" format and the
second  including  three  sheets of Brightec  glow-in-dark  paper in an 8.5"x11"
format.

The Company was unable to make  additional  sales of its product  because it had
not  achieved  sufficient  cost  reductions  to  make  the  Luminescent  Product
commercially  viable and realize the margins that the Company sought to realize.
The cost to produce the Luminescent Product was at a level that drove the retail
price point higher and did not allow the Company to introduce its product in the
retail market at a price which retail customers were willing to pay. The Company
is attempting to reduce its  production  costs in order to compete  favorably in
the marketplace.

GROSS PROFIT
The Company's  gross profit was $176 (59.86%) and $5,863 (53.88%) for the three-
and nine month periods ended  September 30, 2006,  compared to a gross profit of
$13,758 (35.32%) and $26,701  (21.65%) for the comparable  three- and nine month
periods ended September 30, 2005, respectively. The increase in the level of the
gross profit margin was primarily due to continued  significant  improvement  in
the manufacturing cost of the Company's products.

In addition,  during the comparable periods of 2005, the Company was required to
reduce its sales price to the marketer to which it made the commercial  sale, in
order for that  marketer to maintain  its own profit  margins.  Sales  occurring
during the three- and nine month  periods ended  September  30, 2006,  were made
directly  to online  customers  through  the  Company's  website and one sale to
another  company for their use.  These sales did not require any  reductions  in
sales price, thereby resulting in the increased gross profit margin achieved.

In order to  continue  to  increase  its gross  profit  percentage  and  compete
favorably  in the  marketplace,  the  Company  will need to  continue  lower its
manufacturing costs.

                                       17
<PAGE>

RESEARCH AND DEVELOPMENT EXPENSES
Research and development  expenses  decreased by $41,952 to $25,729 from $67,681
for the three month periods  ended  September 30, 2006 and 2005 and decreased by
$68,587 to $79,349 from $147,936 for the nine month periods ended  September 30,
2006 and 2005.

The decrease in research and development  expenses for the three- and nine month
periods  ended  September 30, 2006 was primarily due to a shift in the Company's
focus from research and development  related to developing a commercially viable
product,  which was achieved by the end of the first quarter of 2006, to selling
and marketing  that  commercially  viable  product,  beginning by the end of the
second quarter of 2006.  Unexpected  delays due to the Company's  amendments and
restatements  of its  previously  filed SEC  reports  and delays in  shipment of
alternative  materials  to produce the  product  caused the Company to delay the
launch of the product until the first quarter of 2006.

SELLING AND MARKETING EXPENSES
Selling and marketing  expenses  increased by $15,156 to $22,490 from $7,334 for
the three month  periods  ended  September  30, 2006 and 2005 and  decreased  by
$18,016 to $26,841 from $44,857 for the nine month periods  ended  September 30,
2006 and 2005.

The increase in selling and marketing  expenses for the three month period ended
September 30, 2006 was primarily due to the Company's shift in focus, during the
second  quarter  of  2006,  from  research  and  development  to  marketing  its
commercially  viable product achieved in the first quarter of 2006. In addition,
a portion of the  compensation  of the  Company's  president  was  allocated  to
selling and marketing  expenses  since more of his efforts were spent on selling
and marketing efforts,  rather than general and administrative  functions of the
Company.

The decrease in selling and  marketing  expenses for the nine month period ended
September  30, 2006 was  primarily  due to a decrease in  professional  fees and
consulting services,  which consisted primarily of terminating the services of a
marketing consultant, a marketing and corporate branding consultant and a public
relations firm.

GENERAL AND ADMINISTRATIVE
General and administrative  expenses consisted  primarily of the compensation of
the  executive  officer,  payroll  and  related  taxes  and  benefits,  rent and
consultants, as well as legal and accounting fees.

General and  administrative  expenses  increased  by  $185,433 to $240,718  from
$55,275 for the three month  periods  ended  September 30, 2006 and increased by
$51,674 to $408,397 from $356,723 for the nine month periods ended September 30,
2006 and 2005.

The  increase in general  and  administrative  expenses  for the three- and nine
month periods  ended  September 30, 2006 resulted from an increase in accounting
and legal  fees  related  to the  amendments  and  restatements  of the  Company
quarterly  reports  for the first,  second,  and third  quarters of 2005 and the
first  quarter of 2006 and the annual  reports for the years ended  December 31,
2004 and 2005.  The  increase  also results  from the  amortization  of deferred
financing  costs  relating to the line of credit  agreement  entered into by the
Company with  Ross/Fialkow  Capital  Partners,  LLP, Trustee of Brightec Capital
Trust.

STOCK BASED COMPENSATION
On April 28, 2005, the Board of Directors  voted to grant to certain  employees,
options for the purchase of 20,000,000  shares of the Company's  common stock at
an exercise price of $0.12 per share, exercisable for a period of ten years. For
accounting  purposes,  these options were not deemed granted because the Company
did not have a sufficient  number of shares of authorized common stock available
to issue upon the exercise of any of the options.

As previously  discussed,  on September  25, 2006,  at a special  meeting of the
Company's  stockholders,  the stockholders approved an increase in the Company's
authorized shares of common stock from 100 million to 245 million.

                                       18
<PAGE>

Since the required approval has been obtained from the stockholders, the Company
has recognized  $1,600,000 of stock based  compensation  for the three- and nine
month periods ended September 30, 2006.

OTHER INCOME (EXPENSE)

INTEREST INCOME
For each of the three- and nine month periods ended September 30, 2006 and 2005,
interest income was $3,182 and $9,443, respectively.  Interest income was earned
on the note receivable from a related party.

FOREIGN EXCHANGE GAINS (LOSSES)
The Company pays all of the expenses of its  subsidiary,  which are comprised of
general and  administrative  expenses and expenses for research and development.
Expenses of the subsidiary are denominated in Swiss francs, translated into U.S.
dollars and recorded by the Company on the invoice date. Differences between the
amount of U.S dollars  required to purchase  sufficient  Swiss francs to pay the
subsidiary's  liabilities  on the invoice  date,  and the required  amount of US
dollars to purchase Swiss francs when the subsidiary's liabilities are paid, are
recorded  as  charges  or credits  to the  income  statement  under the  caption
"Foreign  exchange gains  (losses)." For the three- and nine month periods ended
September 30, 2006 and 2005,  gains (losses)  recognized from these  differences
were $0, ($258) $17,656, and ($129), respectively.

GAIN (LOSS) ON VALUE OF DERIVATIVE LIABILITIES
Gain  (loss) on value of  derivative  liabilities  for the three- and nine month
periods ended September 30, 2006 and 2005 of $(162,545),  $110,290,  $72,942 and
$75,569,  respectively,  relates  to  the  warrant  liability.  Such  derivative
liabilities  are  required  to  be  marked-to-market  under  generally  accepted
accounting  principles.  See a further  discussion  in NOTE 14 - CAPITAL STOCK -
ISSUANCE OF WARRANTS.

FINANCING COSTS
In April 2005, the Company issued to a stockholder a stock warrant for 3,600,000
shares of common stock as an  inducement  to exercise  other stock  warrants for
3,335,000  shares of common stock with an aggregate  exercise price of $375,000.
The value of the new warrants was $467,825. As the value of the new warrants was
in excess of the amount  received from the exercise of the older  warrants,  the
value of the new warrants was first applied to additional  paid-in  capital with
the  difference  of $92,825  being  charged as  financing  costs.  See NOTE 14 -
CAPITAL STOCK - ISSUANCE OF WARRANTS.

INTEREST EXPENSE
For the three month period ended September 30, 2006 and 2005,  interest  expense
was  $23,542  and  $1,015,  respectively.  Interest  expense for the three month
period ended September 30, 2006 included  $23,167  relating to borrowings  under
the Line of Credit and $375 to related  parties.  Interest expense for the three
month period ended  September  30, 2005 was solely to related  parties.  For the
nine month  periods  ended  September  30, 2006 and 2005,  interest  expense was
$30,041 and $7,095,  respectively.  Interest  expense for the nine month  period
ended September 30, 2006 included  $27,639 relating to borrowings under the Line
of Credit and $7,095 to related  parties.  Interest  expense  for the nine month
period ended September 30, 2005 was solely to related parties.

INCOME TAXES
The Company has not  calculated  the tax benefits of its net  operating  losses,
since it does not have the required information. 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.  During the
fourth  quarter  of 2006,  the  Company  has begun the  process  of  meeting  it
delinquent tax reporting obligations and anticipates having all of it delinquent
filings resolved during 2007.

LIQUIDITY AND CAPITAL RESOURCES AS OF SEPTEMBER 30, 2006
Since  inception,  the Company's  operations have not generated  sufficient cash
flow to satisfy the  Company's  capital  needs.  The Company  has  financed  its
operations  primarily  through the private  sale of shares of its common  stock,
warrants to purchase shares of the Company's  common stock and debt  securities.
The Company has generated, from inception through September 30, 2006, cumulative
net cash proceeds from the sale of its equity of  approximately  $4.95  million.
The Company's net working  capital  deficit at September 30, 2006 was $3,883,735
compared to a deficit of $4,150,075 at December 31, 2005.

                                       19
<PAGE>

The Company's  authorized capital stock consists of 245,000,000 shares of common
stock,  of which  100,000,000  were issued and outstanding at September 30, 2006
and 5,000,000  shares of preferred  stock,  none of which were outstanding as of
September  30,  2006.  As of  September  30,  2006,  the  Company  had also made
commitments  to issue an additional  24,348,935  shares of common  stock.  These
additional shares of common stock had not been issued because prior to September
25, 2006,  the Company had an  insufficient  number of  authorized  and unissued
shares of common  stock.  The  number of shares  previously  committed  excludes
shares of common stock to be issued upon the exercise of outstanding options and
warrants.  Amounts  received for certain of these additional  committed  shares,
which were purchased for cash,  are reflected on the Company's  balance sheet as
"Stock  Subscribed."  Amounts  received for the remaining  additional  committed
shares, that are to be issued in exchange for consulting services or in exchange
for  settlement  of  obligations  owed  by the  Company,  are  reflected  in the
Company's balance sheet as "Liability for Shares to be Issued."

On September 25, 2006, the Company's stockholders authorized the increase in the
number of  authorized  shares of common  stock  from 100  million  shares to 245
million  shares.  The Company intends to issue shares of common stock to satisfy
all  of  its  obligations  under  the  various  redemption   agreements,   stock
subscriptions  and agreements to issue shares of common stock in satisfaction of
various  amounts  payable  for  services  rendered,  as  soon  as is  reasonable
practical.

At various times in 2004, 2005 and 2006, the Company's principal stockholder and
other  stockholders  of the  Company  agreed  to allow  the  Company  to  redeem
17,332,267 shares of their common stock for no additional consideration to allow
the  Company to fulfill  its  commitments  to issue  shares to  consultants  and
investors of the Company.  The Company  anticipates  issuing these shares in the
fourth quarter of 2006.

Cash  increased  to $28,207 at  September  30, 2006 from $2,445 at December  31,
2005.

Net cash used for operating  activities for the nine months ended  September 30,
2006 was $493,283.  The primary reason for the decrease was to fund the loss for
the period.

Net cash provided by financing  activities  for the nine months ended  September
30, 2006 was $523,900.

The net cash  provided was the result of cash received of $120,000 from the sale
and  subscription  of common stock and the exercise of warrants,  advances  from
related parties of $130,600,  borrowings of $550,000 under the Company's line of
credit,  less net  repayments of advances  from related  parties of $239,200 and
payment of deferred financing expenses of $37,500.

ABILITY TO CONTINUE AS A GOING CONCERN
At  September  30,  2006,  the  Company  has  generated  minimal  revenues  from
commercial sales of the Company's  products.  To date, the Company's  operations
have generated  accumulated  losses of  $12,811,711.  At September 30, 2006, the
Company's  current  liabilities  exceed its current  assets by  $3,883,735.  The
Company's  ability to remedy this  condition is uncertain  due to the  Company's
current financial condition.  These conditions raise substantial doubt about the
Company's  ability to continue as a going concern.  The Company  believes it has
the  ability to obtain  additional  funds  from its  principal  stockholders  or
through the issuance of additional debt or equity securities.  In June 2006, the
Company  entered into a $750,000 Loan and Security  Agreement as described above
and in NOTE 11 - LINE OF CREDIT.  The  Company is  continuing  discussions  with
investors in its effort to obtain additional financing, however, there can be no
assurances that the Company will be able to raise the funds it requires, or that
if such  funds  are  available,  that  they will be  available  on  commercially
reasonable  terms.  Our auditors  have included a "going  concern"  paragraph in
their  auditors'  opinion for the year ended  December 31,  2005.  Such a "going
concern"  paragraph  may make it more  difficult  for the Company to raise funds
when needed.

The  ability  of the  Company  to  continue  to  operate  as a going  concern is
primarily  dependent  upon the ability of the Company to generate the  necessary
financing to  effectively  market and produce  Brightec  products,  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.  Management believes that it will be successful in
generating the necessary financing to fund the Company's  operations through the
2006 calendar  year.  Accordingly,  management  believes that no  adjustments or
reclassifications of recorded assets and liabilities are necessary at this time.

                                       20
<PAGE>

CREDIT AVAILABILITY:
As of  September  30,  2006,  the  Company  has a $ 750,000  line of credit with
Ross/Fialkow  Capital  Partners,  LLP, Trustee of the Brightec Capital Trust, of
which  $200,000 is unused.  See NOTE 11 - LINE OF CREDIT for a discussion of the
major terms of the agreement.

COMMITMENTS:
The Company had no material capital expenditure  commitments as of September 30,
2006.

EFFECTS OF INFLATION:
Management believes that financial results have not been significantly  impacted
by inflation and price changes.

                                       21
<PAGE>

ITEM 3. CONTROLS AND PROCEDURES
During the last five years,  the Company did not have an accounting  department,
but instead relied on outside bookkeeping  services to record financial activity
and consultants to assist in the preparation of its financial  statements.  Upon
the  completion  of audit of the December  31, 2005  financial  statements,  the
Company received a letter from its independent registered public accounting firm
indicating  that  the  Company  has  material  weaknesses  with  respect  to (1)
accurately  recording  day-to-day  transactions,  (2) the lack of segregation of
duties,  (3) the approval of significant  transactions in a timely manner by the
Company's   Board  of  Directors  and  (4)  the  preparation  of  its  financial
statements,  in an accurate and timely fashion.  The Company's management agrees
with the assessment of the Company's  independent  registered  public accounting
firm and is developing a plan to address these material weaknesses.

During the  quarter  ended  September  30,  2006,  the  Company  carried  out an
evaluation  of the  effectiveness  of the design and  operation of the Company's
disclosure  controls and procedures pursuant to Rule 13a-14 under the Securities
and Exchange of 1934, as amended.  The evaluation  included the effectiveness of
the design and operation of the Company's  disclosure and control  procedures as
they relate to the following:  (1) the  recognition,  valuation and recording of
derivative  liabilities of the Company; (2) the valuation and recording of stock
options and warrants  issued and (3) the recording of stock  subscriptions.  The
Company's  evaluation,  under the control of the Chief  Executive  Officer and a
consultant who is a certified public accountant with knowledge and experience in
the area of derivative  liabilities,  considered  whether the Company's controls
and  procedures  ensured  that the  information  required  to be recorded in the
Company's  accounting  records and  required to be  disclosed  in the  Company's
periodic  reports is  communicated,  summarized,  valued,  recorded and reported
within  the time  periods  specified  in the  SEC's  rules  and  forms as of the
evaluation date.

At the conclusion of the  evaluation it was  determined  that the Company had an
insufficient numbers of internal personnel possessing the appropriate knowledge,
experience  and  training  in  applying  US  GAAP  and  in  reporting  financial
information  in  accordance  with the  requirements  of the  Commission  and had
insufficient   controls  over  the   dissemination   of  information   regarding
non-routine and complex transactions.  The results were incorrect treatments and
a lack of proper analysis of such transactions by our staff.

As a result of the above  matters,  the  Company  restated  its Form  10-KSB and
audited financial  statements for the years ended December 31, 2004 and December
31, 2005 as well as its Form 10-QSB and financial  statements  for the quarterly
periods March 31, 2005, June 30, 2005, September 30, 2005 and March 31, 2006 and
June 30, 2006.

As a result of this  evaluation and the  subsequent  inquiry from the Securities
and Exchange  Commission,  the Company has made certain  changes to its internal
controls  surrounding  all  aspects  of the  Company's  handling  of  derivative
liabilities,   stock  warrants,  stock  options,  stock  subscriptions  and  the
valuation methods applied to all of the aforementioned items.

The Company has concluded  that  additional  controls and  procedures  should be
implemented  to  assure  the  proper   application  of  appropriate   accounting
standards.  Specifically,  the  Company has hired the  aforementioned  certified
public  accountant to consult with us on all non-routine and complex  accounting
matters,  including  those  areas  mentioned  above,  to  determine  the  proper
accounting treatment under a particular set of circumstances.

The Company  believes that the new controls and procedures  that the Company has
implemented  have  addressed the  Company's  internal  control  failures and are
reasonable to avoid a similar deficiency in the future.

The  Company's  management  and board of  directors  are fully  committed to the
review  and  evaluation  of the  procedures  and  policies  designed  to  assure
effective internal control over financial reporting.  It is management's opinion
that this new  addition  to the  internal  accounting  staff will  assist in the
establishment  of an effective  design and  operation  of the  internal  control
system and therefore, improve the quality of future period financial reporting.

Other than the matters  described  above,  no changes in the Company's  internal
control  over  financial  reporting  (as  defined in Rules  13a-15(f)  under the
Exchange Act)  occurred  during the nine months ended  September 30, 2006,  that
have materially  affected,  or are reasonably likely to materially  affect,  the
Company's internal control over financial reporting.

                                       22
<PAGE>

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
There  were  no  unregistered   sales  of  equity  securities  or  other  equity
transactions  that  occurred  during the three month period ended  September 30,
2006.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES
Not Applicable

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Our  Special  Meeting  of  Stockholders  was held on  September  25,  2006.  The
following  matters  were voted on (1) to elect two members to serve on the Board
of  Directors  until the next  annual  meeting of  stockholders  and until their
successors  are duly elected and  qualified;  (2) to vote on a proposal to amend
the  Company's  Articles  of  Incorporation  to  increase  the  total  number of
authorized  shares of all  classes of stock that the  Company is  authorized  to
issue from 100 million  shares to 250 million  shares and to increase  the total
number of authorized  shares of Class A Common Stock from 100 million  shares to
245 million shares;  (3) to amend the Articles of  Incorporation  to create five
million  shares of "blank  check"  Preferred  Stock;  (4) to amend the Company's
Articles of Incorporation to change the Company's name to "Brightec,  Inc."; (5)
to adopt a new long-term stock incentive plan (the "2006 stock incentive  plan")
pursuant to which 50 million of the Company's  common stock will be reserved for
issuance and available under such plan.

The vote tallies were as follows:

(1)  Proposal to elect two members to serve on the Board of Directors  until the
     next annual meeting of the stockholders and until their successors are duly
     elected and qualified.

                                                         FOR          WITHHOLD
                                                     ------------   ------------
     Patrick Planche                                   60,947,401      5,797,215
     David J. Geffen                                   60,947,401      5,797,215

(2)  Proposal to amend the Company's  Articles of  Incorporation to increase the
     total number of  authorized  shares of classes of stock that the Company is
     authorized to issue from 100 million shares to 250 million  shares,  and to
     increase the total number of authorized shares of Class A Common Stock from
     100 million shares to 245 million shares.

     FOR               AGAINST          ABSTENTIONS      BROKER NON-VOTES
----------------   ----------------   ----------------   ----------------
      66,660,661             58,955             25,000                  0

(3)  Proposal to amend the Articles of  Incorporation to create 5 million shares
     of "blank check" Preferred Stock

     FOR               AGAINST          ABSTENTIONS      BROKER NON-VOTES
----------------   ----------------   ----------------   ----------------
      61,512,231          5,206,885             25,500                  0

(4)  Proposal to amend the  Company's  Articles of  Incorporation  to change the
     Company's name to "Brightec, Inc."

     FOR               AGAINST           ABSTENTIONS     BROKER NON-VOTES
----------------   ----------------   ----------------   ----------------
      66,718,761                355             25,500                  0

                                       23
<PAGE>

(5)  Proposal to adopt a new  long-term  stock  incentive  plan (the "2006 stock
     incentive plan") pursuant to which 50 million of the Company's common stock
     will be reserved for issuance and available under such plan.

      FOR              AGAINST          ABSTENTIONS     BROKER NON-VOTES
----------------   ----------------   ----------------   ----------------
      53,041,476         13,678,140             25,000                  0

All proposals,  having  received the requisite  number of votes,  were approved.
There were no other  matters  that were  properly  brought  before  the  special
meeting, which were considered and voted upon by the stockholders.

ITEM 5. OTHER INFORMATION
Not Applicable

                                       24
<PAGE>

ITEM 6. EXHIBITS

NUMBER  DESCRIPTION OF EXHIBIT
------  ------------------------------------------------------------------------
  31    Certification of Patrick Planche,  President and Chief Executive Officer
        and  Chief  Financial  Officer,   pursuant  to  Rule  13a-14(a)  of  the
        Securities Exchange Act of 1934, as amended.

  32    Certification of Patrick Planche,  President and 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.

                                       25
<PAGE>

                                   SIGNATURES

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: May 7, 2007                      By: /s/ Patrick Planche
                                           -------------------------------------
                                           Patrick Planche
                                           President and Chief Executive Officer

                                       26
<PAGE>

                                  EXHIBIT INDEX

NUMBER  DESCRIPTION OF EXHIBIT
------  ------------------------------------------------------------------------
  31    Certification  of Chief Executive and Financial  Officer  Pursuant to 18
        U.S.C.  Section  1850,  As  Adopted  Pursuant  to  Section  302  of  the
        Sarbanes-Oxley Act of 2002. (filed herewith)                         E-1

  32    Certification of Chief Executive and Financial  Officer Pursuant to Rule
        13a-14(b)  of the Exchange Act and 18 U.S.C.  Section  1850,  as Adopted
        Pursuant  to  Section  906 of the  Sarbanes-Oxley  Act of  2002.  (filed
        herewith)                                                            E-2


                                       27