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

                                   FORM 10-QSB
(Mark One)

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

                  For the quarterly period ended March 31, 2007

                                       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 Identification No.)
    incorporation or organization)

             8C Pleasant Street, First Floor, South Natick, MA 01760
             -------------------------------------------------------
               (Address of principal executive offices, Zip code)

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

    Securities registered pursuant to Section 12(b) of the Exchange Act: None
      Securities registered pursuant to Section 12(g) of the Exchange Act:
                         Common Stock, $0.001 par value
                         ------------------------------
                                (Title of class)

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 128,942,837 shares of Common Stock, $0.001 par value, issued and
outstanding as of May 7, 2007.

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

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

<PAGE>

                                      INDEX

<TABLE>
<CAPTION>
                                                                                          Page Number
                                                                                          -----------
<S>                                                                                         <C>
Note Regarding Forward Looking Statements                                                      3

Part I.  Financial Information

     Item 1.  Financial Statements

       Consolidated Balance Sheet at March 31, 2007 - Unaudited                                4

       Consolidated Statements of Operations and Accumulated Deficit and Comprehensive
        Income (Loss) for the Three Months Ended March 31, 2007 and 2006 - Unaudited           5

       Consolidated Statements of Cash Flows for the Three Months Ended
        March 31, 2007 and 2006 - Unaudited                                                    6

       Notes to Consolidated Financial Statements - Unaudited                               7 - 12

     Item 2.  Management's Discussion and Analysis of Financial Condition and
               Results of Operations                                                        13 - 17

     Item 3.  Controls and Procedures                                                         18

Part II. Other Information

     Item 1.  Legal Proceedings                                                               19

     Item 2.  Unregistered Sales of Equity and Use of Proceeds                                19

     Item 3.  Defaults upon Senior Securities                                                 19

     Item 4.  Submission of Matters to a Vote of Security Holders                             19

     Item 5.  Other Information                                                               19

     Item 6.  Exhibits                                                                        20

Signatures                                                                                    21

Exhibit Index                                                                                 22

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>

                                        2
<PAGE>

Note Regarding Forward Looking Statements:

This Form 10-QSB 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 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 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.  Further  information  on
factors  that could cause  actual  results to differ from those  anticipated  is
detailed herein in Item 3, Quantitative and Qualitative Disclosures About Market
Risk,  and in various  filings  made by the  Company  from time to time with the
Securities and Exchange  Commission.  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.

                                        3
<PAGE>

                          PART 1. FINANCIAL INFORMATION
                          ITEM 1. FINANCIAL STATEMENTS

                          BRIGHTEC, INC. AND SUBSIDIARY
                           Consolidated Balance Sheet
                                 March 31, 2007
                                   (Unaudited)

<TABLE>
<S>                                                                      <C>
                                         ASSETS

Current assets
     Cash                                                                $      15,165
     Accounts receivable                                                           510
     Inventory                                                                 102,269
     Prepaid expenses                                                            6,063
     Deferred financing expense                                                 17,747
                                                                         -------------
                                                  TOTAL CURRENT ASSETS         141,754
                                                                         -------------
Office and photographic equipment                                               23,511
Less accumulated depreciation                                                  (23,511)
                                                                         -------------
                                                                                     -
                                                                         -------------
Deposit                                                                          2,041
Deferred offering costs                                                         20,085
                                                                         -------------
                                                                                22,126
                                                                         -------------
                                                          TOTAL ASSETS   $     163,880
                                                                         =============

                          LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities
     Line of credit                                                      $     650,000
     Accounts payable                                                           69,371
     Accrued liabilities (includes related party interest of $1,035)           338,401
     Advances due to related parties                                           178,970
                                                                         -------------
                                             TOTAL CURRENT LIABILITIES       1,236,742
                                                                         -------------
Stockholders' deficit
     Preferred stock                                                                 -
     Common stock                                                              128,943
     Additional paid-in capital                                             11,919,443
     Accumulated deficit                                                   (13,315,751)
     Accumulated other comprehensive income (loss)                             194,503
                                                                         -------------
                                           TOTAL STOCKHOLDERS' DEFICIT      (1,072,862)
                                                                         -------------
                           TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT   $     163,880
                                                                         =============
</TABLE>

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

                                        4
<PAGE>

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

<TABLE>
<CAPTION>
                                                                            FOR THE THREE MONTHS ENDING
                                                                                     MARCH 31,
                                                                         ----------------------------------
                                                                               2007              2006
                                                                         ---------------    ---------------
                                                                                             (As Restated)
<S>                                                                      <C>                <C>
Sales                                                                    $         1,859    $         3,576
Cost of sales                                                                        751              1,760
                                                                         ---------------    ---------------
Gross profit                                                                       1,108              1,816
                                                                         ---------------    ---------------
Operating expenses
     Research and development                                                     17,694             22,788
     Selling and marketing                                                        23,344              2,466
     General and administrative                                                  177,993             78,486
                                                                         ---------------    ---------------
                                                                                 219,031            103,740
                                                                         ---------------    ---------------
Operating loss                                                                  (217,923)          (101,924)
                                                                         ---------------    ---------------
Other Income (Expense)
     Interest income - related party                                                  37              3,113
     Gain on value of derivative liabilities                                           -            179,114
     Interest expense (including related party interest of
      ($1,035 and $1,095, respectively)                                          (34,618)            (1,095)
                                                                         ---------------    ---------------
                                                                                 (34,581)           181,132
                                                                         ---------------    ---------------
Net income (loss)                                                               (252,504)            79,208
Accumulated deficit - beginning                                              (13,063,247)       (10,772,987)
                                                                         ---------------    ---------------
Accumulated deficit - ending                                             $   (13,315,751)   $   (10,693,779)
                                                                         ===============    ===============
Basic and diluted net income (loss) per share                            $          0.00    $          0.00
                                                                         ===============    ===============
Weighted average number of shares used in
 computation of basic and diluted net loss per share                         124,793,244        100,000,000
                                                                         ===============    ===============
COMPREHENSIVE INCOME (LOSS)
     Net income (loss)                                                   $      (252,504)   $        79,208
     Foreign translation adjustment                                               (4,441)             3,976
                                                                         ---------------    ---------------
     Comprehensive income (loss)                                         $      (256,945)   $        83,184
                                                                         ===============    ===============
</TABLE>

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

                                        5
<PAGE>

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

<TABLE>
<CAPTION>
                                                                            For the Three Months Ending
                                                                                     March 31,
                                                                         ----------------------------------
                                                                              2007               2006
                                                                         ---------------    ---------------
                                                                                             (As Restated)
<S>                                                                      <C>                <C>
Cash flows from operating activities
Net income (loss)                                                        $      (252,504)   $        79,208
Adjustments to reconcile net income (loss) to net cash
 used for operating activities:
          Amortization of deferred financing costs                                26,622                  -
          Accrued interest on note receivable - related party                          -             (1,998)
          Gain on value of derivative liabilities                                      -           (179,114)
Changes in operating assets and liabilities:
     (Increase) decrease in:
          Accounts receivable                                                       (510)             3,183
          Inventory                                                               (3,679)             3,977
          Prepaid expenses                                                          (895)             6,064
          Deposit                                                                    744                  -
     Increase (decrease) in:
          Accounts payable                                                       (10,739)           (45,782)
          Accrued liabilities                                                     33,853             39,913
                                                                         ---------------    ---------------
                            Net cash used for operating activities              (207,108)           (94,549)
                                                                         ---------------    ---------------
Cash flows from investing activities
     Repayment of related party note receivable                                   10,993                  -
                                                                         ---------------    ---------------
                            Net cash provided by investing activities             10,993                  -
                                                                         ---------------    ---------------
Cash flows from financing activities
     Advances from related party                                                 190,000                  -
     Cash received for sale of common stock, exercise of
      warrants and stock subscribed                                                    -            118,500
     Cash paid for services related to capital raise                             (15,085)                 -
     Repayment of advances from related party                                    (11,030)            (9,200)
                                                                         ---------------    ---------------
                         Net cash provided by financing activities               163,885            109,300
                                                                         ---------------    ---------------
Effects of changes in foreign exchange rates                                      (4,441)             3,976
                                                                         ---------------    ---------------
                                   Net increase (decrease) in cash               (36,671)            18,727
Cash - beginning                                                                  51,836              2,445
                                                                         ---------------    ---------------
Cash - ending                                                            $        15,165    $        21,172
                                                                         ===============    ===============
Supplemental disclosures of cash flows information
     Cash paid during the period for interest                            $        33,583    $             -
                                                                         ===============    ===============
Non-cash activities
     Liability to stockholders for shares redeemed and cancelled         $             -    $        13,708
                                                                         ===============    ===============
     Issuance of warrants relating to private placements                 $             -    $       114,084
                                                                         ===============    ===============
     Exercise of warrants classified as liabilities                      $             -    $       (25,450)
                                                                         ===============    ===============
     Issuance of common stock related to capital raise                   $       174,000    $             -
                                                                         ===============    ===============
</TABLE>

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

                                        6
<PAGE>

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

NOTE  1  -  OPERATIONS
Brightec, Inc. (formerly Advanced Lumitech,  Inc.) ("Brightec" or the "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 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.

Restatement of March 31, 2006 Interim Consolidated Financial Statements
On March 3, 2007,  the Company  amended its Form 10-QSB for the period March 31,
2006, as previously filed on June 30, 2006.

The Company  determined  that  warrants  issued for the  purchase of the Company
common stock,  originally  classified as a component of  stockholders'  deficit,
should have been  recognized  as a  liability.  As of  December  31,  2005,  the
Company's  liability for  outstanding  warrants was  $252,135.  During the three
month period ended March 31, 2006, the Company issued warrants  initially valued
at  $114,084  and  warrants  valued at $5,472  were  exercised.  The Company was
required  to  revalue  this  liability  at the end of  every  reporting  period.
Accordingly,  for the three months ended March 31, 2006, the Company reduced the
value of the liability and recognized a gain on value of derivative  liabilities
of $179,114. See NOTE 11 - WARRANT LIABILITY.

The effect of the  restatement  was to increase the net income of the Company by
$179,114 (less than $0.01 per share) for the three months ended March 31, 2006.

NOTE 2 -  INTERIM  FINANCIAL  STATMENTS
The accompanying  unaudited  consolidated financial statements at March 31, 2007
and for the  three-month  period then ended includes 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 Form  10-KSB/A  for the year ended  December  31,  2006,  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, 2006.

NOTE 3 - LIQUIDITY, MANAGEMENT PLANS AND GOING CONCERN
The Company  has a working  capital  deficit of  $1,094,988  and an  accumulated
deficit of  $13,315,751  at March 31,  2007,  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 2007 calendar
year; however, there can be no assurances that such financing can be obtained.

                                        7
<PAGE>

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

NOTE 3 - LIQUIDITY, MANAGEMENT PLANS AND GOING CONCERN - continued
On March 30,  2007 (the  "Closing  Date"),  the Company  entered  into a Standby
Equity  Distribution  Agreement (the "SEDA") with Cornell Capital  Partners,  LP
("Cornell")  pursuant to which the Company may, at its discretion,  periodically
sell to Cornell  shares of its  common  stock,  par value  $0.001 per share (the
"Common Stock") for a total purchase price of up to  $10,000,000.  See NOTE 12 -
COMMON STOCK.

NOTE 4 - EARNINGS (LOSS) 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  reflect the  potential  dilution that
could  occur if  securities  or other  agreements  to issue  common  stock  were
exercised  or  converted  into  common  stock,  only in the periods in which the
effect  is  dilutive.  The  following  securities  have been  excluded  from the
calculation of net loss per share, as their effect would be anti-dilutive:

                                                (Unaudited)       (Unaudited)
                                               March 31, 2007    March 31, 2006
                                              ---------------   ---------------
                                                                 (As Restated)
Warrants (weighted average)                         6,737,499         4,288,968
                                              ===============   ===============
Convertible debt (weighted average)                 5,416,667                 -
                                              ===============   ===============
Stock options (weighted average)                   24,962,911                 -
                                              ===============   ===============

NOTE 5 - INVENTORIES
Inventories  are  stated at the lower of cost  (first-in,  first-out)  or market
value and consist of the following at March 31, 2007:

         Raw materials                        $        21,825
         Work in process                               23,031
         Finished goods                                57,413
                                              ---------------
                                              $       102,269
                                              ===============

NOTE 6 - 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 March 31,  2007,  the  balance  of
deferred financing expense consisted of the following:

         Commitment fee                       $        37,500
         Value of warrants issued                      68,985
         Less:  accumulated amortization              (88,738)
                                              ---------------
                                              $        17,747
                                              ===============

NOTE 7 - INCOME TAXES
The Company has not calculated  the tax benefits of its net operating  losses as
of March 31,  2007 and  December  31,  2006 since it does not have the  required
information.  The Company has not filed its federal and state corporate

                                        8
<PAGE>

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

NOTE 7 - INCOME TAXES - continued
tax returns for years ended December 31, 2005,  2004,  2003,  2002 and 2000. The
tax return filed for 2001 will need to be amended, if permitted by statute.  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.

NOTE 8 - RELATED PARTY TRANSACTIONS
As of December 31, 2006, a note was receivable from the Company's president, who
is also a director and  stockholder.  The note,  due no later than  December 31,
2011, bears interest at a fixed rate of 5.05% and is full-recourse.  Interest on
the note is accrued  quarterly and due  annually.  During the three months ended
March 31, 2007, the entire outstanding balance of $10,993 plus interest was paid
in full. The Company  recognized  interest  income of $37 and $3,113 for each of
the three month periods ended March 31, 2007 and 2006, respectively.

At March 31, 2007,  the Company owed its president  $178,970 in connection  with
advances made by him to the Company.  During the three-month  period ended March
31, 2007, he made advances to the Company of $190,000, of which $11,030 was used
to repay the aforementioned  note receivable from him. The Company did not repay
any of the remaining  advances.  All such advances bear interest at the Internal
Revenue Service short term  "Applicable  Federal Rate" (4.95% at March 31, 2007)
calculated  and accrued  monthly.  For the three months ended March 31, 2007 and
2006,  the  Company  incurred  $1,035  and  $1,095 of  interest  expense  on the
outstanding advances.

NOTE 9 - 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 line expires on July 15, 2007 and
advances under the line bear interest at 20% per annum.  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 $.12 per share.  Such shares carry piggy-back  registration
rights. 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").  In  addition,  the Company is  required  to file a  registration
statement  on Form S-1 with  respect to all common stock as to which the Company
has obligations to deliver to Ross/Fialkow by July 15, 2007.

As of  March  31,  2007,  the  outstanding  balance  on the line of  credit  was
$650,000.  Interest  expense was $33,583  for the three  months  ended March 31,
2007.

At December 31, 2006,  the Company was not in  compliance  with the terms of the
agreement  as it did not file a  registration  statement on form S-1 by December
31, 2006.  On March 15, 2007,  the Loan and  Security  Agreement  was amended as
follows:

     1.  The due date of the agreement was extended to July 15, 2007.
     2.  The date by which  the  Company  was  required  to file a  registration
         statement on Form S-1 was extended to July 15, 2007.

NOTE 10 - ACCRUED EXPENSES
At March 31, 2007, accrued expenses consisted of the following:

Executive officer compensation                            $     225,000
Professional fees                                                45,415
Employee compensation                                            40,000
Payroll and other taxes                                           3,817
Consulting and other miscellaneous expenses                      11,940
Interest (including related party interest of $1,035)            12,229
                                                          -------------
                                                          $     338,401
                                                          =============

                                        9
<PAGE>

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

NOTE 11 - WARRANT LIABILITY
Prior to  September  25,  2006,  the  Company  had  issued  all of its shares of
authorized  common stock.  As a result,  the value of warrants  issued had to be
recognized  as a liability  pursuant to EITF 00-19,  Accounting  for  Derivative
Financial  Instruments  Indexed to, and Potentially  Settled in, a Company's Own
Stock.  The  Company was  required  to revalue the  warrants at the end of every
reporting  period  with  the  change  in  value  reported  on the  statement  of
operations as "Gain on Value of Derivative  Liabilities"  in the period in which
the change occurred.  As of March 31, 2006, the Company recognized a gain on the
value of derivative liabilities of $179,114.

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.

NOTE 12 - CAPITAL STOCK

Number of Shares of Common Stock Authorized, Issued and Outstanding
Under the Company's charter, 245,000,000 shares of $0.001 par value common stock
and 5,000,000  shares of "blank check"  preferred  stock are  authorized.  As of
March 31, 2007,  128,942,837 shares of common stock were issued and outstanding.
There were no shares of preferred stock outstanding as of March 31, 2007.

Preferred Stock
Five million shares of "blank check"  preferred  stock are authorized  under the
Company's  Articles  of  Incorporation.  The terms,  rights and  features of the
preferred  stock will be  determined  by the Board of Directors  upon  issuance.
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 would be expressly authorized, at its discretion, 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),  dividend 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.

Issuances of Common Stock
On March 30, 2007, the Company issued 4,000,000  shares of common stock,  valued
at $164,000,  to Cornell in  satisfaction of a commitment fee in connection with
the  signing  the SEDA on the same date.  For the three  months  ended March 31,
2007,  the Company  recognized  the $164,000 as an offset to additional  paid-in
capital  based on the  market  price of $0.041  per share on the  aforementioned
date.

In addition,  on March 30, 2007,  the Company  issued  243,902  shares of common
stock, valued at $10,000,  Newbridge Securities Corporation,  in satisfaction of
and upon the  execution of the  Placement  Agent  Agreement  ("PAA") on the same
date.  For the three  months ended March 31, 2007,  the Company  recognized  the
$10,000 as an offset to additional  paid-in capital based on the market price of
$0.041 per share on the aforementioned date.

Standby Equity Distribution Agreement
On the Closing Date,  the Company  entered into a SEDA with Cornell  pursuant to
which the Company may, at its discretion, periodically sell to Cornell shares of
the Common Stock for a total purchase price of up to $10,000,000. For each share
of  Common  Stock  purchased  under the SEDA,  Cornell  will pay to the  Company
ninety-six  percent (96%) of the lowest volume weighted average price (as quoted
by Bloomberg,  LP) of the Common Stock during the five (5)  consecutive  trading
days  after the  Advance  Notice  Date (as such term is  defined  in the  SEDA),
subject to any  reduction  pursuant to the terms  therein.  On the Closing Date,
Date,  the Company paid to Cornell a  non-refundable  due diligence fee equal to
$5,000 and issued 4,000,000 shares of Common Stock ("Commitment Shares") to

                                       10
<PAGE>

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

NOTE 12 - CAPITAL STOCK - continued

Standby Equity Distribution Agreement - continued
Cornell as a  commitment  fee, of which  2,000,000  Commitment  Shares will have
demand   registration   rights  and  2,000,000   Commitment   Shares  will  have
"piggy-back" registration rights.

Cornell  will retain  five  percent  (5%) of each  advance  under the SEDA.  The
Company has paid to Yorkville  Advisors,  LLC  ("Yorkville")  a structuring  fee
equal to $15,000 on the  Closing  Date and shall pay $500 to  Yorkville  on each
Advance Date  directly out of the gross  proceeds of each Advance (as such terms
are defined in the SEDA).  Cornell's  obligation  to  purchase  shares of Common
Stock  under the SEDA is  subject  to  certain  conditions,  including,  without
limitation:  (a) the Company obtaining an effective  registration  statement for
shares  of its  Common  Stock  sold  under  the SEDA  pursuant  to that  certain
Registration Rights Agreement,  dated as of the Closing Date, by and between the
Company  and Cornell and (b) the amount for each  Advance as  designated  by the
Company in the applicable Advance Notice shall not be more than $300,000.

The Company  also  entered into the PAA,  dated as of the Closing  Date,  by and
between the Company and Newbridge Securities Corporation  ("Newbridge") pursuant
to which the Company engaged Newbridge to act as it exclusive placement agent in
connection  with the SEDA.  Upon the execution of the PAA, the Company issued to
Newbridge  243,902 shares (the "Placement Agent Shares") of the Company's Common
Stock. Newbridge is entitled to "piggy-back" registration rights with respect to
the Placement Agent Shares.

Deferred Offering Costs
The Company paid $15,000 to Yorkville for  structuring  fees,  $5,000 to Cornell
for due  diligence  fees and $85 to  record  the  issuance  of the  Cornell  and
Newbridge  shares with the  Company's  stock  transfer  agent.  As shares of the
Company's  common stock cannot be sold to Cornell until the Company  files,  and
has declared effective, an S-1 registration statement, such costs were deferred.
Total deferred offering costs at March 31, 2007 amounted to $20,085.  Such costs
will be offset against equity raised.

Issuances of Warrants
The Company did not issue any  warrants  during the three months ended March 31,
2006.  During the quarter  ended March 31,  2007,  warrants  for the purchase of
416,667 shares of the Company's common stock expired.

As of March 31, 2007, the Company has warrants  outstanding  for the purchase of
6,320,832 shares of common stock at an exercise price of $0.12 per share.

2006 Stock Incentive Plan
An aggregate of 50 million  shares of common stock are reserved for issuance and
available for awards under the 2006 Plan.

NOTE 13 - COMPREHENSIVE INCOME
The Company reports  comprehensive  income (loss) in addition to net income from
operations.  Comprehensive  income  is  a  more  inclusive  financial  reporting
methodology  that includes  disclosure  of certain  financial  information  that
historically has not been recognized in the calculation of net income.

                                       11
<PAGE>

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

NOTE 14 - RECENT ACCOUNTING PRONOUNCEMENTS
In February 2007, the Financial  Accounting Standards Board ("FASB") issued SFAS
No. 159, The Fair Value Option for Financial  Assets and Financial  Liabilities.
SFAS  No.  159  permits  entities  to  choose  to  measure  eligible   financial
instruments at fair value.  The  unrealized  gains and losses on items for which
the fair value  option has been  elected  should be  reported in  earnings.  The
decision  to elect the fair value  options is  determined  on an  instrument  by
instrument  basis,  it should be  applied  to an  entire  instrument,  and it is
irrevocable.  Assets and liabilities measured at fair value pursuant to the fair
value  option  should be reported  separately  in the  balance  sheet from those
instruments  measured  using  another  measurement  attributes.  SFAS No. 159 is
effective  as of the  beginning  of the  first  fiscal  year that  begins  after
November  15,   2007.   The  Company  does  not  expect  the  adoption  of  this
pronouncement to have a material effect on the financial  position or results of
operations of the Company.

In September 2006, the Securities and Exchange  Commission  ("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 provides  guidance on the  consideration  of effects of the
prior year  misstatements  in  quantifying  current year  misstatements  for the
purpose of a materiality  assessment.  The SEC staff believes  registrants  must
quantify  errors using both a balance  sheet and income  statement  approach and
evaluate  whether either  approach  results in quantifying a misstatement  that,
when all  relevant  quantitative  and  qualitative  factors are  considered,  is
material.  SAB 108 was  effective  for the  first  annual  period  ending  after
November 15, 2006 with early  application  encouraged.  The Company  adopted the
provisions  of SAB 108 on December  31, 2006 and the impact of adoption  was not
material to its consolidated financial statements.

In September 2006, the FASB issued SFAS No. 157, Fair Value  Measurements  which
applies under most other accounting  pronouncements  that require or permit fair
value  measurements.  SFAS No. 157 provides a common definition of fair value as
the price that would be received  to sell or paid to  transfer a liability  in a
transaction between market participants. The new standard also provides guidance
on the methods  used to measure  fair value and  requires  expanded  disclosures
related to fair value  measurements.  SFAF No. 157 is  effective  for  financial
statements  issued for fiscal years  beginning  after  November  15,  2007.  The
Company does not expect this guidance to have a material impact on the financial
statements.

                                       12
<PAGE>

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

The  following  discussion  of the our  financial  condition  and results of our
operations  should  be read  in  conjunction  with  the  Consolidated  Financial
Statements and Notes thereto included elsewhere in this Quarterly Report on Form
10-QSB and our Annual  Report on Form  10-KSB  and  10-KSB/A  for the year ended
December 31, 2006. This Quarterly Report on Form 10-QSB 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 our accounting  policies are particularly  important to the portrayal
and  understanding  of our  financial  position  and results of  operations  and
require us to apply  significant  judgment  in their  application.  As a result,
these  policies are subject to an inherent  degree of  uncertainty.  In applying
these policies,  we use our judgment in making certain assumption and estimates.
Our critical accounting policies, which consist of revenue recognition,  account
receivable reserves and inventories, are described in our Annual Reports on Form
10-KSB and Form 10-KSB/A for the year ended  December 31, 2006.  There have been
no material changes to our critical  accounting policies as of and for the three
months ended March 31, 2007.

OVERVIEW
Brightec  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  manufactures  through
third-party   manufacturers,   markets  and  sells  graphic  quality   printable
luminescent  films.  These  films are  based on the  Company's  proprietary  and
patented technology that 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  expects to offer its  products in
sheets and rolls.

ABILITY TO CONTINUE AS A GOING CONCERN
The  Company  has a working  capital  deficit of  approximately  $1,095,000,  an
accumulated deficit of approximately $13,316,000 at March 31, 2007 and recurring
negative  operating  cash flows since  inception.  The future  viability  of the
Company is dependent upon the Company's ability to obtain  additional  financing
and  achieve  profitability  in future  operations.  These  circumstances  raise
substantial  doubt about the Company's  ability to continue as a going  concern.
Our auditors have included a "going  concern"  qualification  in their auditor's
report  for  the  year  ended  December  31,  2006.   Such  a  "going   concern"
qualification  may make it more difficult for us to raise funds when needed.  We
believe we have the ability to obtain  additional funds from new investors,  our
principal  stockholders  and employees  through the issuance of additional debt,
equity  securities  and/or the exercise of warrants and stock options.  In March
2007, we entered into a $10,000,000  SEDA as described  above. In addition,  the
Company's president has advanced $235,000 through April 30, 2007.

We are  continually  having  discussions  with investors in its effort to obtain
additional financing;  however,  there can be no assurances that we will be able
to raise the funds we require,  or that if such funds are  available,  that they
will be available on commercially  reasonable  terms. Our ability to continue to
operate as a going concern is primarily  dependent  upon our ability to generate
the  necessary  financing to  effectively  market and produce our  products,  to
establish  profitable  operations and to generate positive operating cash flows.
If we fail to raise  funds or are  unable  to  generate  operating  profits  and
positive cash flows, there are no assurances that we will be able to continue as
a going  concern  and we may be  unable to  recover  the  carrying  value of our
assets.  We believe  that we will be  successful  in  generating  the  necessary
financing to fund our operations through the 2007 calendar year. Accordingly, we
believe that no  adjustments  or  reclassifications  of our recorded  assets and
liabilities are necessary at this time.

                                       13
<PAGE>

RESULTS OF OPERATIONS

THREE  MONTHS  ENDED MARCH 31, 2007  COMPARED  WITH THREE MONTHS ENDED MARCH 31,
2006

REVENUES
Our revenues,  net of returns,  allowances  and  discounts,  for the three month
period ended March 31, 2007,  were $1,859  compared to $3,576 for the comparable
three  months of 2006.  This  decrease  in revenue  is due to a decrease  in the
amount of sales made through the Company's online webstore.

In  addition,  we did not make any  commercial  sales of our product  because we
continued  to  focus  on  improving  our cost  structure  in order  for us to be
competitive  once our product launch occurs,  particularly  as it relates to the
professional  graphics  industry.  We want to position  ourselves to introduce a
wide range of products for that industry  market  segment  rather than introduce
products  as  they  become  ready  to  be  introduced  to  the  marketplace.  We
anticipated  that we would introduce our product line late in the fourth quarter
of 2006; however, due to a technical complication we had to postpone the product
launch.  We now anticipated  that the  introduction of the product to the market
will take place by the third quarter of 2007.

GROSS PROFIT
Our gross profit  percentage was $1,108 (59.6%) for the three month period ended
March 31, 2007,  compared to a gross profit of $1,186 (50.8%) for the comparable
three month period in fiscal 2006.  The decrease in the  Company's  gross profit
was due to the decrease in revenue previously discussed.

RESEARCH AND DEVELOPMENT EXPENSES
Research and development expenses decreased by $5,094 for the three months ended
March 31, 2007 to $17,694 from $22,788 for the comparable  three months of 2006.
The  decrease in fiscal  2007 was  primarily  due to the lack of specific  costs
incurred in relation to testing of new raw materials, during manufacturing trial
runs, to be used in the  manufacturing  of the Luminescent  Product.  During the
comparable  period  of  2006,  we  tested  various  mediums  to be used  for our
printable  surface  and various  pigments  to be used to create our  luminescent
"effect."

SELLING AND MARKETING EXPENSES
Selling  and  marketing  expenses  consist of  payroll,  costs to  maintain  our
website, travel and fees paid in connection with promotional  activities,  press
releases  and  shareholder   communications.   Selling  and  marketing  expenses
increased  by $20,878 for the three  months ended March 31, 2007 to $23,344 from
$2,466 for the  comparable  three  months of 2006.  The  increase in selling and
marketing  expenses was due to  increases  in payroll  costs for an employee who
previously worked as a consultant, increases in costs related to the redesign of
our website,  increases in costs for marketing and promotion and travel  related
to our anticipated product launch by the third quarter of 2007.

We anticipate  that once our product  launch  occurs,  our selling and marketing
expenses  will  increase   significantly  as  we  introduce   ourselves  to  the
marketplace and maximize the exposure of our products to the consumer.

GENERAL AND ADMINISTRATIVE
General and administrative  expenses consisted  primarily of the compensation of
our executive officer,  other payroll and related taxes and benefits,  financing
costs and rent as well as legal and accounting fees.  General and administrative
expenses  increased  by $99,507  for the three  months  ended  March 31, 2007 to
$177,993 from $78,486 for the comparable  three months of 2006. The increase was
primarily due to an increase in professional fees and printing costs relating to
the amending and restating of our 2004 and 2005 Annual  Reports on Form 10-KSB/A
and our  Quarterly  Reports on Form  10-QSB/A  for the periods  ending March 31,
2005, June 30, 2005, September 30, 2005 and March 31, 2006. The increase is also
due to the  amortization  of financing  costs  incurred  relating to our line of
credit, which we acquired in the second quarter of 2006.

                                       14
<PAGE>

OTHER INCOME (EXPENSE)

INTEREST INCOME
For the three months ended March 31, 2007 and 2006,  interest income was $37 and
$3,113, respectively. Interest income is dependent on the outstanding balance of
a note  receivable  from  our  president.  As of  March  31,  2007,  the  entire
outstanding  balance of the note  receivable was paid in full and we do not have
any other  sources from which we derive  interest  income.  We do not  currently
anticipate recognizing any future interest income.

GAIN ON VALUE OF DERIVATIVE LIABILITIES
Gain on value of derivative  liabilities of $0 and $179,114 for the three months
ended March 31, 2007 and 2006,  respectively,  related to the warrant liability.
Such derivative liabilities were required to be marked-to-market under generally
accepted  accounting  principles.  See a further discussion in NOTE 11 - WARRANT
LIABILITY of the Company's financial statements.

INTEREST EXPENSE
For the three months ended March 31, 2007 and 2006, interest expense was $34,618
and $1,095,  respectively.  Interest  expense is  dependent  on the  outstanding
balance of our line of credit  entered into on June 8, 2006 and the  outstanding
balance of cash advances we received from our president.

For the three months ended March 31,  2007,  we incurred  interest of $33,583 on
our  line of  credit.  We also  incurred  interest  on cash  advances  from  our
president of $1,035.  For the three  months  ended March 31, 2006,  the interest
incurred of $1,095 was on the outstanding balance of cash advances received from
our president.

INCOME TAXES
We have not calculated the tax benefits of our net operating losses, since we do
not have the required  information.  Due to the uncertainty  over our ability to
utilize these operating losses, any deferred tax assets, when determined,  would
be fully offset by a valuation allowance.

LIQUIDITY AND CAPITAL RESOURCES AS OF MARCH 31, 2007
Since  inception,  our  operations  have not generated  sufficient  cash flow to
satisfy our capital needs. We have financed our operations primarily through the
private sale of shares of our common stock,  warrants to purchase  shares of our
common stock and debt  securities.  We have  generated,  from inception  through
March 31,  2007,  cumulative  net cash  proceeds  from the sale of our equity of
approximately  $4.9 million.  Our net working  capital deficit at March 31, 2007
was $1,094,988 compared to a deficit of $829,695 as of December 31, 2006.

Our authorized  capital stock consists of 245,000,000 shares of common stock, of
which  128,942,837  shares were issued and  outstanding  at March 31, 2007.  The
number of shares  issued  excludes  shares of common stock to be issued upon the
exercise of outstanding options and warrants.

Cash decreased to $15,165 at March 31, 2007 from $51,836 at December 31, 2006.

Net cash used for operating activities for the three months ended March 31, 2007
was $207,108.  The primary  reason for the decrease was to fund the loss for the
period.

Net cash provided from investing activities for the three months ended March 31,
2007  amounted to $10,993 and  represented  repayments of the related party note
receivable.

Net cash provided by financing  activities  for the three months ended March 31,
2007 was  $163,885.  The net cash  provided  was the result of cash  received of
$178,970  from net advances  received from our president net of $15,085 paid for
services related to our entry into the SEDA.

On the Closing Date, we entered into the SEDA with Cornell, pursuant to which we
may, at our  discretion,  periodically  sell to Cornell Common Stock for a total
purchase price of up to  $10,000,000.  For each share of Common Stock  purchased
under the SEDA,  Cornell will pay to the Company ninety-six percent (96%) of the
lowest volume weighted average price (as quoted by Bloomberg,  LP) of our common
stock during the five (5) consecutive trading days after the Advance Notice Date
(as such term is defined in the SEDA), subject to any reduction pursuant to the

                                       15
<PAGE>

terms therein. On the Closing Date, the Company paid to Cornell a non-refundable
due  diligence fee equal to $5,000 and issued  4,000,000  shares of common stock
("Commitment  Shares")  to  Cornell  as a  commitment  fee,  of which  2,000,000
Commitment Shares will have demand registration rights and 2,000,000  Commitment
Shares will have "piggy-back" registration rights.

Cornell will retain five percent  (5%) of each advance  under the SEDA.  We paid
Yorkville a  structuring  fee equal to $15,000 on the Closing Date and shall pay
$500 to Yorkville on each  Advance  Date  directly out of the gross  proceeds of
each Advance (as such terms are defined in the SEDA).  Cornell's  obligation  to
purchase shares of Common Stock under the SEDA is subject to certain conditions,
including,  without  limitation:  (a) our  obtaining an  effective  registration
statement  for shares of our Common  Stock sold under the SEDA  pursuant to that
certain  Registration  Rights  Agreement,  dated as of the Closing  Date, by and
between the us and Cornell and (b) the amount for each Advance as  designated by
us in the applicable Advance Notice shall not be more than $300,000.

We also entered into the PAA,  dated as of the Closing  Date,  by and between us
and Newbridge pursuant to which the we engaged Newbridge to act as our exclusive
placement  agent in connection  with the SEDA. Upon the execution of the PAA, we
issued to  Newbridge  the  Placement  Agent  Shares.  Newbridge  is  entitled to
"piggy-back" registration rights with respect to the Placement Agent Shares.

See a further  discussion in NOTE 12 - CAPITAL STOCK of the Company's  financial
statements.

ABILITY TO CONTINUE AS A GOING CONCERN:
At March 31, 2007, we have generated  minimal  revenues from commercial sales of
the Company's  products.  To date,  our operations  have  generated  accumulated
losses of  $13,315,751.  At March 31, 2007, our current  liabilities  exceed our
current assets by $1,094,988.  Our ability to remedy this condition is uncertain
due to our current financial condition. These conditions raise substantial doubt
about our ability to continue as a going  concern.  Our auditors have included a
"going  concern"  qualification  in their  auditor's  report  for the year ended
December  31,  2006.  Such a  "going  concern"  qualification  may  make it more
difficult  for us to raise funds when needed.  We believe we have the ability to
obtain  additional  funds from new  investors,  our principal  stockholders  and
employees  through the issuance of additional debt, equity securities and/or the
exercise  of  warrants  and  stock  options.  In March  2007 we  entered  into a
$10,000,000  SEDA as described above. In addition,  the Company's  president has
advanced  monies  totaling  $235,000  through April 30, 2007. We are continually
having discussions with investors in its effort to obtain additional  financing;
however,  there can be no assurances  that we will be able to raise the funds we
require,  or that if such funds are  available,  that they will be  available on
commercially reasonable terms.

Our  ability to continue to operate as a going  concern is  primarily  dependent
upon our ability to generate the necessary  financing to effectively  market and
produce  our  products,  to  establish  profitable  operations  and to  generate
positive  operating  cash  flows.  If we fail to raise  funds or are  unable  to
generate operating profits and positive cash flows, there are no assurances that
we will be able to continue  as a going  concern and we may be unable to recover
the  carrying  value of our assets.  We believe  that we will be  successful  in
generating  the  necessary  financing  to fund our  operations  through the 2007
calendar year. Accordingly,  we believe that no adjustments or reclassifications
of our recorded assets and liabilities are necessary at this time.

CREDIT AVAILABILITY:
We have a $750,000 Agreement with Ross/Fialkow, as described in NOTE 9 - LINE OF
CREDIT of our  consolidated  financial  statements.  As of March 31, 2007 we had
borrowed $650,000 of the $750,000 available under this agreement.

At December 31, 2006,  the Company was not in  compliance  with the terms of the
agreement  as it did not file a  registration  statement on form S-1 by December
31, 2006.  On March 15, 2007,  the Loan and  Security  Agreement  was amended as
follows:

     1.  The due date of the agreement was extended to July 15, 2007.
     2.  The date by which  the  Company  was  required  to file a  registration
         statement on Form S-1 was extended to July 15, 2007.

                                       16
<PAGE>

COMMITMENTS:
The Company  had no material  capital  expenditure  commitments  as of March 31,
2007.

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

                                       17
<PAGE>

ITEM 3.  CONTROLS AND PROCEDURES
During the last seven 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.

As of June 30, 2006, we began to carry out an evaluation,  under the supervision
and with the participation of the Company's management,  including the Company's
Chief  Executive  Officer,  Chief  Financial  Officer  and  Treasurer,   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.

During the  calendar  years ended  December  31, 2006 and 2005,  the Company had
insufficient numbers of internal personnel possessing the appropriate knowledge,
experience and training in applying accounting  principles generally accepted in
the United States and reporting  financial  information  in accordance  with the
requirements of the Commission.  The evaluation found insufficient controls over
dissemination  of information  regarding  non-routine and complex  transactions,
which  resulted  in  incorrect  treatment  and lack of proper  analysis  of such
transactions by accounting staff. This weakness resulted in material adjustments
proposed by our independent registered accountants with respect to our financial
statements for our calendar years ended December 31, 2006 and 2005. As a result,
the figures for the three months ended March 31,  2006,  which are  presented in
this  document,  required  restatement  from their previous  filing.  Management
believes  this  issue to be  material  and  therefore,  deemed  the  design  and
operation  of internal  control in place at December 31, 2005 and for the three-
and six months periods ended June 30, 2006, to be ineffective.

In late 2005, the Company hired a CPA to oversee the  accounting  department and
coordinate  the efforts of analysis and  dissemination.  These  efforts  include
design  changes and related  monitoring of the internal  control  system.  While
there had been a tremendous  improvement  in the internal  control system in the
first six  months of 2006,  the  system is still  undergoing  change in order to
satisfy the requirements of appropriate  internal  controls.  It is management's
intention  to  address   accounting  issues  on  a  timely  basis,  and  prevent
misstatement based on errors and/or lack of understanding.

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.

We are  continually  monitoring  our internal  control system for weaknesses and
ways in which the system might be improved to further enhance the  effectiveness
of our  controls  over the material  weaknesses  identified  by our  independent
registered public  accounting firm and to ensure and enhance effective  controls
over the analysis, preparation and dissemination of our financial information.

                                       18
<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
The following equity transactions  occurred during the period January 1, 2007 to
March 31, 2007 and were not  registered  under the  Securities  Act of 1933,  as
amended (the "Securities Act").

On March 30, 2007, we issued 4,000,000 to Cornell as commitment fee, at a market
price of $0.041 per share or an aggregate market value of $164,000.

On March 20, 3007, we issued 243,902 shares to Newbridge to act as our exclusive
placement  agent in connection with the SEDA. The shares were issued at a market
price of $0.041 per share or an aggregate market value of $10,000.

All  shares  of  common  stock  issued  by  the  Company  were  issued   without
registration  pursuant to the exemption from  registration  contained in Section
4(2) of the Securities Act of 1933, as amended.  All purchasers of shares of the
Company's  common  stock who  purchased  such  shares  of common  stock for cash
represented that they were acquiring the securities for investment and for their
own account.  All purchasers of the Company's common stock who are United States
residents and purchased such securities for cash also represented to the Company
that they were accredited investors as of the date of such investment.  A legend
was  placed on the stock  certificates  representing  all  securities  purchased
stating that the securities  have not been  registered  under the Securities Act
and cannot be sold or otherwise transferred without an effective registration or
an exemption there from.

ITEM 3.    DEFAULTS UPON SENIOR SECURITIES
Not Applicable

ITEM 4.    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Not Applicable

ITEM 5.    OTHER INFORMATION
Not Applicable

                                       19
<PAGE>

ITEM 6. EXHIBITS

NUMBER   DESCRIPTION OF EXHIBIT
------   -----------------------------------------------------------------------
   31    Certification  of  Patrick  Planche,   President  and  Chief  Executive
         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,  pursuant to 18 U.S.C.  Section 1350,  as adopted  pursuant to
         Section 906 of the Sarbanes-Oxley Act of 2002.

                                       20
<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

                                       21
<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

                                       22