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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 AND EXCHANGE ACT OF 1934 
|          
|           |  | For Quarterly Period Ended June 30, 2002                                                    
|          
|[   ]      |  | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934

Commission File Number: 0-26804

|                                                                                                      |  |                                     
|----------------------------------------------------------------------------------------------------- |  | ------------------------------------
|PLANET POLYMER TECHNOLOGIES, INC.
(Exact name of small business issuer as specified in its character)
|                                                                                                     
|CALIFORNIA                                                                                            |  | 33-0502606                          
|                                                                                                     
|(State or other jurisdiction of incorporation or organization)                                        |  | (I.R.S. Employer Identification No.)
|                                                                                                     
|9985 Businesspark Avenue, San Diego, California                                                       |  | 92131                               
|                                                                                                     
|(Address of principal executive offices)                                                              |  | (Zip Code)                          
|                                                                                                     
|(858) 549-5130                                                                                        |  |                                     
|                                                                                                     
|(Issuers telephone number, including area code)                                                      |  |                                     

Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the preceding 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 the number of shares outstanding of each of the issuers classes of
common stock, as of the latest practicable date:

|                           |  |                             
|-------------------------- |  | ----------------------------
|Class                      |  | Outstanding at June 30, 2002
|                           |  |                             
|Common Stock, no par value |  | 9,207,884                   





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|                               |                                                                                                |                                                         |  |  |  |  |  | 
|------------------------------ | ---------------------------------------------------------------------------------------------- | ------------------------------------------------------- |  |  |  |  |  | 
|                               |                                                                                                | CONDENSED BALANCE SHEET (UNAUDITED)                    
|                               |                                                                                                | CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)         
|                               |                                                                                                | CONDENSED STATEMENT OF SHAREHOLDERS EQUITY (UNAUDITED)
|                               |                                                                                                | CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)         
|                               |                                                                                                | NOTES TO UNAUDITED FINANCIAL STATEMENTS                
|PART I  FINANCIAL INFORMATION
|                               | Item 2  Managements Discussion and Analysis of Financial Condition and Results of Operations
|PART II  OTHER INFORMATION   
|                               | Item 1  Legal Proceedings:                                                                   
|                               | Item 2  Changes in Securities:                                                               
|                               | Item 3  Defaults upon Senior Securities:                                                     
|                               | Item 4  Submission of Matters to a Vote of Security Holders:                                 
|                               | Item 5  Other Information:                                                                   
|                               | Item 6  Exhibits and Reports on Form 8-K:                                                    
|SIGNATURES                    
|EXHIBIT 99.1                  



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INDEX

|                               |  |                                                                                                  |          |   
|------------------------------ |  | ------------------------------------------------------------------------------------------------ | -------- | --
|                               |  |                                                                                                  | Page No.
|                               |  |                                                                                                  |         
|                              
|PART I  Financial Information |  |                                                                                                 
|                              
|Item 1                         |  | Condensed Balance Sheet (Unaudited)
June 30, 2002                                                |          | 2 
|                              
|                               |  | Condensed Statements of Operations (Unaudited)
Three and Six Months Ended June 30, 2002 and 2001 |          | 3 
|                              
|                               |  | Condensed Statement of Shareholders Equity (Unaudited)
Six Months Ended June 30, 2002           |          | 4 
|                              
|                               |  | Condensed Statements of Cash Flows (Unaudited)
Six Months Ended June 30, 2002 and 2001           |          | 5 
|                              
|                               |  | Notes to Unaudited Financial Statements                                                          |          | 6 
|                              
|Item 2                         |  | Managements Discussion and Analysis of
Financial Condition and Results of Operations            |          | 8 
|                              
|PART II   Other Information   |  |                                                                                                 
|                              
|Item 1                         |  | Legal Proceedings                                                                                |          | 11
|                              
|Item 2                         |  | Changes in Securities                                                                            |          | 11
|                              
|Item 3                         |  | Defaults upon Senior Securities                                                                  |          | 11
|                              
|Item 4                         |  | Submission of Matters to a Vote of Security Holders                                              |          | 11
|                              
|Item 5                         |  | Other Information                                                                                |          | 11
|                              
|Item 6                         |  | Exhibits and Reports on Form 8K                                                                  |          | 11
|                              
|SIGNATURES                     |  | 12                                                                                              





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PLANET POLYMER TECHNOLOGIES, INC.

CONDENSED BALANCE SHEET (UNAUDITED)



---



|                                                                   |                                                                                                              |                                            |         |             |         | 
|------------------------------------------------------------------ | ------------------------------------------------------------------------------------------------------------ | ------------------------------------------ | ------- | ----------- | ------- | 
|                                                                   |                                                                                                              |                                            |         | June 30,   
|                                                                   |                                                                                                              |                                            |         | 2002       
|                                                                   |                                                                                                              |                                            |         |            
|                                                                  
|ASSETS                                                             |                                                                                                              |                                            |         |            
|                                                                  
|Current assets:                                                    |                                                                                                              |                                            |         |            
|                                                                   | Cash                                                                                                         |                                            | $       | 150,233     |        
|                                                                   | Accounts receivable                                                                                          |                                            |         | 22,519      |        
|                                                                   | Note receivable                                                                                              |                                            |         | 158,793     |        
|                                                                   | Prepaid expenses and other current assets                                                                    |                                            |         | 18,891      |        
|                                                                   |                                                                                                              |                                            |         |            
|                                                                   |                                                                                                              | Total current assets                       |         |             | 350,436 | 
|Property and equipment, net of accumulated depreciation of $71,373 |                                                                                                              |                                            | 13,520  |            
|Patents and trademarks, net of accumulated amortization of $55,858 |                                                                                                              |                                            | 175,478 |            
|Other assets                                                       |                                                                                                              |                                            | 6,012   |            
|                                                                   |                                                                                                              |                                            |         |            
|                                                                   |                                                                                                              | Total assets                               |         | $           | 545,446 | 
|                                                                   |                                                                                                              |                                            |         |            
|                                                                  
|LIABILITIES AND SHAREHOLDERS EQUITY                               |                                                                                                              |                                            |         |            
|                                                                  
|Current liabilities:                                               |                                                                                                              |                                            |         |            
|                                                                   | Accounts payable                                                                                             |                                            | $       | 11,566      |        
|                                                                   | Accrued payroll and vacation                                                                                 |                                            |         | 29,195      |        
|                                                                   | Accrued expenses                                                                                             |                                            |         | 4,592       |        
|                                                                   | Capital lease obligations                                                                                    |                                            |         | 2,994       |        
|                                                                   |                                                                                                              |                                            |         |            
|                                                                   |                                                                                                              | Total liabilities                          |         |             | 48,347  | 
|                                                                   |                                                                                                              |                                            |         |            
|Shareholders equity:                                              |                                                                                                              |                                            |         |            
|                                                                   | Preferred
Stock, no par value
4,250,000 shares authorized
No shares issued or outstanding                    |                                            |         |            |        
|                                                                   | Series A
Convertible Preferred Stock, no par value
750,000 shares authorized
No shares issued or outstanding |                                            |         |            |        
|                                                                   | Common
Stock, no par value
20,000,000 shares authorized
9,207,884 shares issued and outstanding              |                                            |         | 14,582,123  |        
|                                                                   | Accumulated deficit                                                                                          |                                            |         | (14,085,024 | )      
|                                                                   |                                                                                                              |                                            |         |            
|                                                                   |                                                                                                              | Total shareholders equity                 |         |             | 497,099 | 
|                                                                   |                                                                                                              |                                            |         |            
|                                                                   |                                                                                                              | Total liabilities and shareholders equity |         | $           | 545,446 | 
|                                                                   |                                                                                                              |                                            |         |            

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

2



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PLANET POLYMER TECHNOLOGIES, INC.

CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)



---



|                    |                                |                                                                          |        |                             |           |                           |        |         |           |      |        |         |           |   |         |         |           |  
|------------------- | ------------------------------ | ------------------------------------------------------------------------ | ------ | --------------------------- | --------- | ------------------------- | ------ | ------- | --------- | ---- | ------ | ------- | --------- | - | ------- | ------- | --------- | -
|                    |                                |                                                                          |        | Three months ended June 30, |           | Six months ended June 30,
|                    |                                |                                                                          |        |                             |           |                          
|                    |                                |                                                                          |        | 2002                        |           | 2001                      |        | 2002    |           | 2001
|                    |                                |                                                                          |        |                             |           |                           |        |         |           |     
|Revenues            |                                | $                                                                        | 43,238 |                             |           | $                         | 70,816 |         |           | $    | 77,769 |         |           | $ | 159,937 |        
|                    |                                |                                                                          |        |                             |           |                           |        |         |           |      |        |         |           |   |         |        
|Operating expenses: |                                |                                                                          |        |                             |           |                           |        |         |           |      |        |         |           |   |         |        
|                    | Cost of revenues               |                                                                          |        | 32,313                      |           |                           |        | 68,494  |           |      |        | 55,460  |           |   |         | 140,792 |          
|                    | General and administrative     |                                                                          |        | 86,688                      |           |                           |        | 210,068 |           |      |        | 187,009 |           |   |         | 434,250 |          
|                    | Marketing                      |                                                                          |        | 30,342                      |           |                           |        | 57,961  |           |      |        | 49,552  |           |   |         | 138,421 |          
|                    | Research and development       |                                                                          |        | 37,390                      |           |                           |        | 65,416  |           |      |        | 84,955  |           |   |         | 228,751 |          
|                    | Loss from impairment of assets |                                                                          |        | 62,159                      |           |                           |        |        |           |      |        | 62,159  |           |   |         |        |          
|                    |                                |                                                                          |        |                             |           |                           |        |         |           |      |        |         |           |   |         |        
|                    |                                | Total operating expenses                                                 |        |                             | 248,892   |                           |        |         | 401,939   |      |        |         | 439,135   |   |         |         | 942,214   |  
|                    |                                |                                                                          |        |                             |           |                           |        |         |           |      |        |         |           |   |         |        
|                    |                                | Loss from operations                                                     |        |                             | (205,654  | )                         |        |         | (331,123  | )    |        |         | (361,366  | ) |         |         | (782,277  | )
|Other income, net   |                                |                                                                          | 19,945 |                             |           |                           | 6,383  |         |           |      | 20,616 |         |           |   | 19,433  |        
|                    |                                |                                                                          |        |                             |           |                           |        |         |           |      |        |         |           |   |         |        
|                    |                                | Net loss                                                                 |        |                             | (185,709  | )                         |        |         | (324,740  | )    |        |         | (340,750  | ) |         |         | (762,844  | )
|                    |                                | Preferred Stock dividends                                                |        |                             |          |                           |        |         |          |      |        |         |          |   |         |         | (10,450   | )
|                    |                                |                                                                          |        |                             |           |                           |        |         |           |      |        |         |           |   |         |        
|                    |                                | Net loss applicable to common shareholders                               |        | $                           | (185,709  | )                         |        | $       | (324,740  | )    |        | $       | (340,750  | ) |         | $       | (773,294  | )
|                    |                                |                                                                          |        |                             |           |                           |        |         |           |      |        |         |           |   |         |        
|                    |                                | Net loss per share applicable to common shareholders (basic and diluted) |        | $                           | (0.02     | )                         |        | $       | (0.04     | )    |        | $       | (0.04     | ) |         | $       | (0.09     | )
|                    |                                |                                                                          |        |                             |           |                           |        |         |           |      |        |         |           |   |         |        
|                    |                                | Shares used in per share computations                                    |        |                             | 9,207,884 |                           |        |         | 9,098,170 |      |        |         | 9,178,004 |   |         |         | 8,911,449 |  
|                    |                                |                                                                          |        |                             |           |                           |        |         |           |      |        |         |           |   |         |        

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

3



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PLANET POLYMER TECHNOLOGIES, INC.

CONDENSED STATEMENT OF SHAREHOLDERS EQUITY (UNAUDITED)



---



|                                      |  |              |           |             |  |         |            |       |  |   |             |   |  |   |          |  
|------------------------------------- |  | ------------ | --------- | ----------- |  | ------- | ---------- | ----- |  | - | ----------- | - |  | - | -------- | -
|                                      |  | Common Stock |           |             |  |         |            |       |  |  
|                                      |  |              |           | Accumulated |  |         |            |      
|                                      |  | Shares       |           | Amount      |  | Deficit |            | TOTAL
|                                      |  |              |           |             |  |         |            |      
|Balance at January 1, 2002            |  |              | 9,165,618 |             |  | $       | 14,575,783 |       |  | $ | (13,744,274 | ) |  | $ | 831,509  |  
|Issuance of Common Stock for services |  |              | 42,266    |             |  |         | 6,340      |       |  |   |            |   |  |   | 6,340    |  
|Net loss                              |  |              |          |             |  |         |           |       |  |   | (340,750    | ) |  |   | (340,750 | )
|                                      |  |              |           |             |  |         |            |       |  |   |             |   |  |   |          |  
|Balance at June 30, 2002              |  |              | 9,207,884 |             |  | $       | 14,582,123 |       |  | $ | (14,085,024 | ) |  | $ | 497,099  |  
|                                      |  |              |           |             |  |         |            |       |  |   |             |   |  |   |          |  

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

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PLANET POLYMER TECHNOLOGIES, INC.

CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)



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|                                              |                                                                                   |                                       |                                                  |          |                           |          |           |          |         |          |  
|--------------------------------------------- | --------------------------------------------------------------------------------- | ------------------------------------- | ------------------------------------------------ | -------- | ------------------------- | -------- | --------- | -------- | ------- | -------- | -
|                                              |                                                                                   |                                       |                                                  |          | Six months ended June 30,
|                                              |                                                                                   |                                       |                                                  |          |                          
|                                              |                                                                                   |                                       |                                                  |          | 2002                      |          | 2001     
|                                              |                                                                                   |                                       |                                                  |          |                           |          |          
|Cash flows from operating activities:         |                                                                                   |                                       |                                                  |          |                           |          |           |         
|                                              | Net loss                                                                          |                                       | $                                                | (340,750 | )                         |          | $         | (762,844 | )      
|                                              | Adjustments to reconcile net loss to net cash used
by operating activities:       |                                       |                                                  |          |                           |          |           |          |        
|                                              |                                                                                   | Depreciation and amortization         |                                                  |          | 15,543                    |          |           |          | 42,919  |         
|                                              |                                                                                   | Loss from impairment of assets        |                                                  |          | 62,159                    |          |           |          |        |         
|                                              |                                                                                   | Gain on disposal of assets            |                                                  |          | (13,500                   | )        |           |          | (25     | )       
|                                              |                                                                                   | Issuance of Common Stock for services |                                                  |          | 6,340                     |          |           |          | 6,300   |         
|                                              | Changes in operating assets and liabilities:                                      |                                       |                                                  |          |                           |          |           |          |        
|                                              |                                                                                   | Accounts receivable                   |                                                  |          | 103,417                   |          |           |          | 11,164  |         
|                                              |                                                                                   | Inventories                           |                                                  |          |                          |          |           |          | 27,461  |         
|                                              |                                                                                   | Prepaid expenses and other assets     |                                                  |          | 39,530                    |          |           |          | 5,461   |         
|                                              |                                                                                   | Accounts payable and accrued expenses |                                                  |          | (87,831                   | )        |           |          | (68,779 | )       
|                                              |                                                                                   |                                       |                                                  |          |                           |          |           |         
|                                              |                                                                                   |                                       | Net cash used by operating activities            |          |                           | (215,092 | )         |          |         | (738,343 | )
|                                              |                                                                                   |                                       |                                                  |          |                           |          |           |         
|Cash flows from investing activities:         |                                                                                   |                                       |                                                  |          |                           |          |           |         
|                                              | Purchases of property and equipment                                               |                                       |                                                  |         |                           |          |           | (19,947  | )      
|                                              | Proceeds from the sale of property and equipment                                  |                                       |                                                  | 13,500   |                           |          |           | 25       |        
|                                              | Cost of patents and other                                                         |                                       |                                                  |         |                           |          |           | (1,243   | )      
|                                              | Payments from note receivable                                                     |                                       |                                                  | 97,577   |                           |          |           | 4,200    |        
|                                              |                                                                                   |                                       |                                                  |          |                           |          |           |         
|                                              |                                                                                   |                                       | Net cash provided (used) by investing activities |          |                           | 111,077  |           |          |         | (16,965  | )
|                                              |                                                                                   |                                       |                                                  |          |                           |          |           |         
|Cash flows from financing activities:         |                                                                                   |                                       |                                                  |          |                           |          |           |         
|                                              | Proceeds from issuance of Common Stock and exercise of warrants
and stock options |                                       |                                                  |         |                           |          |           | 40,801   |        
|                                              | Principal payments on capital lease obligations                                   |                                       |                                                  | (37,231  | )                         |          |           | (4,833   | )      
|                                              |                                                                                   |                                       |                                                  |          |                           |          |           |         
|                                              |                                                                                   |                                       | Net cash provided (used) by financing activities |          |                           | (37,231  | )         |          |         | 35,968   |  
|                                              |                                                                                   |                                       |                                                  |          |                           |          |           |         
|                                              |                                                                                   |                                       | Net increase (decrease) in cash                  |          |                           | (141,246 | )         |          |         | (719,340 | )
|Cash at beginning of period                   |                                                                                   |                                       | 291,479                                          |          |                           |          | 1,088,567 |         
|                                              |                                                                                   |                                       |                                                  |          |                           |          |           |         
|Cash at end of period                         |                                                                                   | $                                     | 150,233                                          |          |                           | $        | 369,227   |         
|                                              |                                                                                   |                                       |                                                  |          |                           |          |           |         
|Supplemental disclosure of non-cash activity: |                                                                                   |                                       |                                                  |          |                           |          |           |         
|                                              | Issuance of Common Stock dividends on Preferred Stock                             |                                       | $                                                |         |                           |          | $         | 10,450   |        
|                                              | Conversion of Series A Preferred Stock into Common Stock                          |                                       |                                                  |         |                           |          |           | 517,251  |        

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

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Planet Polymer Technologies, Inc.
NOTES TO UNAUDITED FINANCIAL STATEMENTS

1. Basis of Presentation

The accompanying unaudited financial statements of Planet Polymer
Technologies, Inc. (Planet or the Company) have been prepared in accordance
with the interim reporting requirements of Form 10-QSB, pursuant to the rules
and regulations of the Securities and Exchange Commission. However, they do
not include all of the information and footnotes required by accounting
principles generally accepted in the United States for complete financial
statements.

In managements opinion, all adjustments (consisting of only normal
recurring adjustments) considered necessary for a fair presentation have been
included. Operating results for the six months ended June 30, 2002 are not
necessarily indicative of results that may be expected for the year ending
December 31, 2002. For additional information, refer to the Companys
consolidated financial statements and notes thereto for the year ended December
31, 2001 contained in the Companys Form 10-KSB for the fiscal year ended
December 31, 2001.

Certain reclassifications have been made to the interim financial
statements of the prior year to conform to the presentation of the current
interim periods. These reclassifications had no effect on previously reported
results of operations or retained earnings.

2. Liquidity and Capital Resources

The accompanying financial statements have been prepared on a going
concern basis, which contemplates the realization of assets and satisfaction of
liabilities in the ordinary course of business, and not on a liquidation basis.
The Company has incurred losses since inception. For the six months ended
June 30, 2002 and 2001, the Company had net losses of approximately $341,000
and $763,000, respectively. As of June 30, 2002, the Company had an
accumulated deficit of approximately $14,085,000. These matters raise
substantial doubt about the ability of the Company to continue as a going
concern. The Company has reduced staff and operating expenses, reduced or sold
non-Agway or agricultural assets, while continuing to provide technical
research and development for Agways FreshSeal commercial program and Optigen
development activities, as well as support of MIM asset utilization at Ryer
Industries. However, management cannot provide any assurance that the Company
will be successful in satisfying future working capital and other cash
requirements past December 31, 2002. As a result, the Company may have to
cease its operations and liquidate its assets and liabilities and prepare its
financial statements on a liquidation basis. The accompanying financial
statements do not include any adjustments that might result for this
uncertainty. The Companys future capital requirements will be dependent upon
many factors, including, but not limited to, costs associated with the
continued research and development of the Companys proprietary polymer
materials, costs associated with the filing and enforcement of the Companys
patents, costs associated with manufacturing scale-up and market acceptance,
and the timing thereof, of the Companys products.

3. Long-Lived Assets

The Company assesses potential impairments to its long-lived assets when
there is evidence that events or changes in circumstances have made recovery of
the assets carrying value unlikely. An impairment loss would be recognized
when the sum of the expected future net cash flows is less than the carrying
amount of the asset. For similar assets held for sale, an impairment loss is
recognized when the carrying amount exceeds its net realizable value or fair
value less cost to sell. In June 2002, the Company recorded approximately
$62,000 relating to the write-off of certain intangible assets when it was
determined that net realizable value or fair value

6



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Planet Polymer Technologies, Inc.
NOTES TO UNAUDITED FINANCIAL STATEMENTS  (Continued)

less cost to sell these assets were insufficient to recover their carrying
value. The impaired assets principally represent the Companys EnviroPlastic®
Z technology.

4. Earnings (Loss) Per Share

Earnings (loss) per share is computed using the weighted average number of
shares of common stock outstanding and is presented for basic and diluted
earnings (loss) per share. Basic earnings (loss) per share is computed by
dividing income (loss) available to common shareholders by the weighted average
number of common shares outstanding for the period. Diluted earnings (loss)
per share is computed by dividing income (loss) available to common
shareholders by the weighted average number of common shares outstanding during
the period increased to include, if dilutive, the number of additional common
shares that would have been outstanding if the potential common shares had been
issued. Dilutive potential common shares consist of the incremental common
shares issuable upon conversion of convertible preferred stock (using the if
converted method) and exercise of stock options and warrants (using the
treasury stock method) for all periods.

The Company has excluded all convertible preferred stock and outstanding
stock options and warrants from the calculation of diluted loss per share for
the three and six months ended June 30, 2001 and 2002 because all such
securities are anti-dilutive for those periods. Accordingly, diluted earnings
per share equals basic earnings per share. The total number of potential
common shares excluded from the calculation of diluted loss per share for the
three and six months ended June 30, 2002 was 1,748,729 and 1,748,729,
respectively.

7



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PART I  FINANCIAL INFORMATION
Item 2  Managements Discussion and Analysis of Financial
Condition and Results of Operations

Planet Polymer Technologies, Inc.

Except for the historical information contained herein, the discussion in this
report contains forward- looking statements that involve certain risks and
uncertainties. The Companys actual results could differ materially from those
discussed in this report. Factors that could cause or contribute to such
differences include, but are not limited to, those discussed below and in the
Companys Form 10-KSB for the fiscal year ended December 31, 2001.

OVERVIEW

Since Planet Polymer Technologies, Inc. (Planet or the Company) was
founded in 1991 substantially all of the Companys resources have been devoted
to the development and commercialization of its technologies and products.
This has included the expenditure of funds to develop the Companys corporate
infrastructure, support the Companys marketing efforts and establish a pilot
production facility, in addition to research and development.

Planet has incurred operating losses since inception and had an
accumulated deficit as of June 30, 2002 of approximately $14.1 million.
Pending commercial deployment of and related volume orders for the Companys
products, the Company expects to incur additional losses.

RESULTS OF OPERATIONS

On December 28, 2001, the Company sold certain assets of the Company
relating to its Metal Injection Molding (MIM) business, including
intellectual property, technology, manufacturing equipment and raw material and
finished goods to Ryer Industries LLC (Ryer).

The Companys revenues decreased to approximately $43,000 for the three
months ended June 30, 2002 from approximately $71,000 for the same period in
2001 and to approximately $78,000 for the six months ended June 30, 2002 from
approximately $160,000 for the same period in 2001. These decreases were
primarily attributable to no AQUAMIM® sales, resulting from selling all
AQUAMIM® assets in December 2001 and no EnviroPlastic® Z sales partially offset
by higher Agway development income, revenue from research and development
technical consulting and approximately $2,000 in royalties paid by Ryer in the
second quarter of 2002.

Cost of revenues decreased to approximately $32,000 for the three months
ended June 30, 2002 from approximately $68,000 for the same period in 2001 and
to approximately $55,000 for the six months ended June 30, 2002 from
approximately $141,000 for the same period in 2001. These decreases were
primarily due to decreased revenues and a change in product mix away from
AQUAMIM® and EnviroPlastic® Z.

General and administrative expenses decreased to approximately $87,000 for
the three months ended June 30, 2002 from approximately $210,000 for the same
period in 2001 and to approximately $187,000 for the six months ended June 30,
2002 from approximately $434,000 for the same period in 2001. These decreases
were primarily attributable to a reduction in staff, reduced use of outside
services, and lower depreciation and amortization expense resulting from
selling all AQUAMIM® assets in December 2001.

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Item 2  Managements Discussion and Analysis of Financial
Condition and Results of Operations  (Continued)

Planet Polymer Technologies, Inc.

Marketing expenses decreased to approximately $30,000 for the three months
ended June 30, 2002 from approximately $58,000 for the same period in 2001 and
to approximately $50,000 for the six months ended June 30, 2002 from
approximately $138,000 for the same period in 2001. These decreases were
primarily due to a reduction in staff and reduced promotional expenses.

Research and development expenses decreased to approximately $37,000 for
the three months ended June 30, 2002 from approximately $65,000 for the same
period in 2001 and to approximately $85,000 for the six months ended June 30,
2002 from approximately $229,000 for the same period in 2001. These decreases
were primarily due to a reduction in staff, severance costs related to employee
terminations in 2001, greater research and development expense reimbursement
from Agway and lower depreciation and amortization expense resulting from
selling all AQUAMIM® assets in December 2001.

In June 2002, the Company recorded a charge of approximately $62,000
relating to the write-off of certain EnviroPlastic Z intangible assets held for
sale when it was determined that future undiscounted cash flows associated with
these assets were insufficient to recover their carrying value. The assets
principally represent the Companys historical ownership interest in product
rights and license agreements relating to the Companys EnviroPlastic Z patent.

Other income, net increased to approximately $20,000 for the three months
ended June 30, 2002 from approximately $6,000 for the same period in 2001 and
to approximately $21,000 for the six months ended June 30, 2002 from
approximately $19,000 for the same period in 2001. These increases were
primarily attributable to a gain on the sale of fixed assets and securities
partially offset by lower cash balances and lower interest rates.

LIQUIDITY AND CAPITAL RESOURCES

The Company used cash of approximately $215,000 for continuing operations
for the six months ended June 30, 2002. Such funds were used primarily for
research and development activities, marketing efforts and administrative
support.

Net cash provided by investing activities of approximately $111,000 for
the six months ended June 30, 2002 resulted from the receipt of payments on a
note receivable associated with the sale of MIM assets to Ryer and the sale of
other equipment to unrelated parties.

Net cash used by financing activities was approximately $37,000 for the
six months ended June 30, 2002. Such funds were used for payments associated
with capital lease obligations.

The Company does not believe that its existing sources of liquidity and
anticipated revenue will satisfy the Companys projected working capital and
other cash requirements through June 30, 2003. The Company expects that it
will need to raise or generate substantial additional capital to accomplish its
business plan over the next year. The Company has reduced staff and operating
expenses, reduced or sold non-Agway or agricultural assets, while continuing to
provide technical research and development for Aways FreshSeal commercial
program and Optigen development activities, as well as support of MIM asset
utilization at Ryer Industries. However, management cannot provide any
assurance that the Company will be successful in satisfying future working
capital and other cash requirements past

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Item 2  Managements Discussion and Analysis of Financial
Condition and Results of Operations  (Continued)

Planet Polymer Technologies, Inc.

December 31, 2002. If it cannot, the Company may have to cease operations
and liquidate its assets and liabilities and prepare its financial statements
on a liquidation basis instead of a going concern basis. The Companys future
capital requirements will be dependent upon many factors, including, but not
limited to, costs associated with the continued research and development of the
Companys proprietary polymer materials, costs associated with the filing and
enforcement of the Companys patents, costs associated with manufacturing
scale-up and market acceptance, and the timing thereof, of the Companys
products. There can be no assurance that the Company will be able to generate
positive cash flows or profitability in the future.

On July 18, 2001, the Companys Common Stock was delisted from the Nasdaq
Small Cap Stock Market due to non-compliance with Nasdaqs net tangible assets
and minimum bid pricing requirements. There can be no assurance that the
Companys efforts will result in additional funds or that additional financing
will be available on acceptable terms, or at all.

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PART II  OTHER INFORMATION

Planet Polymer Technologies, Inc.




Item 1  Legal Proceedings:

None




Item 2  Changes in Securities:

None




Item 3  Defaults upon Senior Securities:

None




Item 4  Submission of Matters to a Vote of Security Holders:

None




Item 5  Other Information:

None




Item 6  Exhibits and Reports on Form 8-K:

(a) Exhibits:

| |  |                |      |             |  |                          
| |  | -------------- | ---- | ----------- |  | -------------------------
| |  | Exhibit Number |      | Description
| |  |                |      |            
| |  |                | 99.1 |             |  | CEO and CFO certification

(b) Reports on Form 8-K:

| |     
| | ----
| | None

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Planet Polymer Technologies, Inc.




SIGNATURES

In accordance with the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

|                      |  |                                                                                                                                    
|--------------------- |  | -----------------------------------------------------------------------------------------------------------------------------------
|Date: August 13, 2002 |  | Planet Polymer Technologies, Inc.                                                                                                  
|                     
|                      |  | /s/ Richard C. Bernier                                                                                                             
|                      |  |                                                                                                                                    
|                      |  | Richard C. Bernier
Chief Executive Officer
(On behalf of Registrant and as Registrants
Principal Financial and Accounting Officer)

12