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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, 2003                                                    
| |  |       |  |                                                                                             
| |  | [   ] |  | 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) 549-5131                                                 |                                     
| |  |                                                                |                                     
| |  | (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, 2003
| |  |                            |  |                             
| |  | Common Stock, no par value |  | 6,207,884                   



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|                               |                                                                                                |  |  |  |  |  |  | 
|------------------------------ | ---------------------------------------------------------------------------------------------- |  |  |  |  |  |  | 
|                               | CONDENSED BALANCE SHEET                                                                       
|                               | CONDENSED STATEMENTS OF OPERATIONS                                                            
|                               | CONDENSED STATEMENTS OF CASH FLOWS                                                            
|                               | NOTES TO UNAUDITED FINANCIAL STATEMENTS                                                       
|PART I  FINANCIAL INFORMATION
|                               | Item 2  Managements Discussion and Analysis of Financial Condition and Results of Operations
|                               | Item 3  Controls and Procedures                                                              
|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 10.43                 
|EXHIBIT 10.44                 
|EXHIBIT 31.1                  
|EXHIBIT 32.1                  



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Planet Polymer Technologies, Inc.
Form 10-QSB Quarterly Report
Quarter Ended June 30, 2003

INDEX

|                               |                                                                                              |                                                                                                                                  |    |          |     | 
|------------------------------ | -------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------------------------------- | -- | -------- | --- | 
|                               |                                                                                              |                                                                                                                                  |    | Page No.
|                               |                                                                                              |                                                                                                                                  |    |         
|PART I - Financial Information |                                                                                              |                                                                                                                                  |    |         
|                               | Item 1 Condensed Balance Sheet (Unaudited)
June 30, 2003                                     |                                                                                                                                  |    | F-2      |    
|                               |                                                                                              | Condensed Statements of Operations (Unaudited)
Three Months Ended June 30, 2003 and 2002
Six Months Ended June 30, 2003 and 2002 |    |          | F-3 | 
|                               |                                                                                              | Condensed Statements of Cash Flows (Unaudited)
Six Months Ended June 30, 2003 and 2002                                           |    |          | F-4 | 
|                               |                                                                                              | Notes to Unaudited Condensed Financial Statements                                                                                |    |          | F-5 | 
|                               | Item 2 Managements Discussion and Analysis of
Financial Condition and Results of Operations |                                                                                                                                  |    | 8        |    
|                               | Item 3 Controls and Procedures                                                               |                                                                                                                                  |    | 10       |    
|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                     |                                                                                              |                                                                                                                                  | 13 |         



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PLANET POLYMER TECHNOLOGIES, INC.

CONDENSED BALANCE SHEET (UNAUDITED)

|                                                                                       |                                                    |                                         |                                            |             |            |         | 
|-------------------------------------------------------------------------------------- | -------------------------------------------------- | --------------------------------------- | ------------------------------------------ | ----------- | ---------- | ------- | 
|                                                                                       |                                                    |                                         |                                            |             | June 30,  
|                                                                                       |                                                    |                                         |                                            |             | 2003      
|                                                                                       |                                                    |                                         |                                            |             |           
|ASSETS                                                                                 |                                                    |                                         |                                            |            
|Current assets:                                                                        |                                                    |                                         |                                            |            
|                                                                                       | Cash                                               |                                         | $                                          | 49,581      |           
|                                                                                       | Accounts receivable                                |                                         |                                            | 26,519      |           
|                                                                                       | Note receivable                                    |                                         |                                            | 114,610     |           
|                                                                                       | Prepaid expenses and other current assets          |                                         |                                            | 6,141       |           
|                                                                                       |                                                    |                                         |                                            |            
|                                                                                       |                                                    |                                         | Total current assets                       |             |            | 196,851 | 
|Property and equipment, net                                                            |                                                    |                                         | 5,795                                      |            
|Patents, trademarks and license agreements, net of accumulated amortization of $70,617 |                                                    |                                         | 160,719                                    |            
|Note receivable                                                                        |                                                    |                                         | 122,182                                    |            
|Other assets                                                                           |                                                    |                                         | 5,761                                      |            
|                                                                                       |                                                    |                                         |                                            |            
|                                                                                       |                                                    |                                         | Total assets                               |             | $          | 491,308 | 
|                                                                                       |                                                    |                                         |                                            |            
|LIABILITIES AND SHAREHOLDERS EQUITY                                                   |                                                    |                                         |                                            |            
|Current liabilities - accounts payable                                                 |                                                    | $                                       | 72,039                                     |            
|                                                                                       |                                                    |                                         |                                            |            
|Commitments and contingencies                                                          |                                                    |                                         |                                            |            
|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            |                                            |             |            |        
|                                                                                       |                                                    | 6,207,884 shares issued and outstanding |                                            |             | 11,648,991 |        
|                                                                                       |                                                    | Additional
paid-in capital              |                                            |             | 3,000,000  |        
|                                                                                       | Accumulated deficit                                |                                         |                                            | (14,229,722 | )         
|                                                                                       |                                                    |                                         |                                            |            
|                                                                                       |                                                    |                                         | Total shareholders equity                 |             |            | 419,269 | 
|                                                                                       |                                                    |                                         |                                            |            
|                                                                                       |                                                    |                                         | Total liabilities and shareholders equity |             | $          | 491,308 | 
|                                                                                       |                                                    |                                         |                                            |            

SEE NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

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PLANET POLYMER TECHNOLOGIES, INC.

CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)

|                                                                                  |                                           |                          |           |                             |         |                           |           |        |         |      |           |         |         |   |           |         |         | 
|--------------------------------------------------------------------------------- | ----------------------------------------- | ------------------------ | --------- | --------------------------- | ------- | ------------------------- | --------- | ------ | ------- | ---- | --------- | ------- | ------- | - | --------- | ------- | ------- | 
|                                                                                  |                                           |                          |           | Three months ended June 30, |         | Six months ended June 30,
|                                                                                  |                                           |                          |           |                             |         |                          
|                                                                                  |                                           |                          |           | 2003                        |         | 2002                      |           | 2003   |         | 2002
|                                                                                  |                                           |                          |           |                             |         |                           |           |        |         |     
|Revenues                                                                          |                                           | $                        | 10,720    |                             |         | $                         | 43,238    |        |         | $    | 166,340   |         |         | $ | 77,769    |        
|                                                                                  |                                           |                          |           |                             |         |                           |           |        |         |      |           |         |         |   |           |        
|Operating expenses:                                                               |                                           |                          |           |                             |         |                           |           |        |         |      |           |         |         |   |           |        
|                                                                                  | Cost of revenues                          |                          |           | 1,221                       |         |                           |           | 32,313 |         |      |           | 2,442   |         |   |           | 55,460  |        
|                                                                                  | General and administrative                |                          |           | 107,347                     |         |                           |           | 86,688 |         |      |           | 270,184 |         |   |           | 187,009 |        
|                                                                                  | Marketing                                 |                          |           |                            |         |                           |           | 30,342 |         |      |           |        |         |   |           | 49,552  |        
|                                                                                  | Research and development                  |                          |           |                            |         |                           |           | 37,390 |         |      |           |        |         |   |           | 84,955  |        
|                                                                                  | Loss from impairment of intangible assets |                          |           |                            |         |                           |           | 62,159 |         |      |           |        |         |   |           | 62,159  |        
|                                                                                  |                                           |                          |           |                             |         |                           |           |        |         |      |           |         |         |   |           |        
|                                                                                  |                                           | Total operating expenses |           |                             | 108,568 |                           |           |        | 248,892 |      |           |         | 272,626 |   |           |         | 439,135 | 
|                                                                                  |                                           |                          |           |                             |         |                           |           |        |         |      |           |         |         |   |           |        
|Loss from operations                                                              |                                           |                          | (97,848   | )                           |         |                           | (205,654  | )      |         |      | (106,286  | )       |         |   | (361,366  | )      
|Other income, net                                                                 |                                           |                          | 278,548   |                             |         |                           | 19,945    |        |         |      | 287,488   |         |         |   | 20,616    |        
|                                                                                  |                                           |                          |           |                             |         |                           |           |        |         |      |           |         |         |   |           |        
|Net income (loss) applicable to common shareholders                               |                                           | $                        | 180,700   |                             |         | $                         | (185,709  | )      |         | $    | 181,202   |         |         | $ | (340,750  | )      
|                                                                                  |                                           |                          |           |                             |         |                           |           |        |         |      |           |         |         |   |           |        
|Net income (loss) per share applicable to common shareholders (basic and diluted) |                                           | $                        | 0.03      |                             |         | $                         | (0.02     | )      |         | $    | 0.03      |         |         | $ | (0.04     | )      
|                                                                                  |                                           |                          |           |                             |         |                           |           |        |         |      |           |         |         |   |           |        
|Weighted average shares outstanding used in per share computations                |                                           |                          | 6,207,884 |                             |         |                           | 9,178,004 |        |         |      | 6,207,884 |         |         |   | 9,178,004 |        
|                                                                                  |                                           |                          |           |                             |         |                           |           |        |         |      |           |         |         |   |           |        

SEE NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

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PLANET POLYMER TECHNOLOGIES, INC.

CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)

|                                      |                                                                                      |                                           |                                           |         |                           |         |         |          |         |          |  
|------------------------------------- | ------------------------------------------------------------------------------------ | ----------------------------------------- | ----------------------------------------- | ------- | ------------------------- | ------- | ------- | -------- | ------- | -------- | -
|                                      |                                                                                      |                                           |                                           |         | Six months ended June 30,
|                                      |                                                                                      |                                           |                                           |         |                          
|                                      |                                                                                      |                                           |                                           |         | 2003                      |         | 2002   
|                                      |                                                                                      |                                           |                                           |         |                           |         |        
|Cash flows from operating activities: |                                                                                      |                                           |                                           |         |                           |         |         |         
|                                      | Net income (loss)                                                                    |                                           | $                                         | 181,202 |                           |         | $       | (340,750 | )      
|                                      | Adjustments to reconcile net income (loss) to net cash
used in operating activities: |                                           |                                           |         |                           |         |         |          |        
|                                      |                                                                                      | Depreciation and amortization             |                                           |         | 9,768                     |         |         |          | 15,543  |         
|                                      |                                                                                      | Loss from impairment of intangible assets |                                           |         |                          |         |         |          | 62,159  |         
|                                      |                                                                                      | Gain on sale of property and equipment    |                                           |         | (1,300                    | )       |         |          | (13,500 | )       
|                                      |                                                                                      | Gain on sale of long-lived assets         |                                           |         | (275,610                  | )       |         |          |        |         
|                                      |                                                                                      | Issuance of Common Stock for services     |                                           |         |                          |         |         |          | 6,340   |         
|                                      | Changes in assets and liabilities:                                                   |                                           |                                           |         |                           |         |         |          |        
|                                      |                                                                                      | Accounts receivable                       |                                           |         | 8,154                     |         |         |          | 103,417 |         
|                                      |                                                                                      | Prepaid expenses and other assets         |                                           |         | 4,071                     |         |         |          | 39,530  |         
|                                      |                                                                                      | Accounts payable                          |                                           |         | 44,223                    |         |         |          | (87,831 | )       
|                                      |                                                                                      | Accrued expenses                          |                                           |         | (21,942                   | )       |         |          |        |         
|                                      |                                                                                      |                                           |                                           |         |                           |         |         |         
|                                      |                                                                                      |                                           | Net cash used in operating activities     |         |                           | (51,434 | )       |          |         | (215,092 | )
|                                      |                                                                                      |                                           |                                           |         |                           |         |         |         
|Cash flows from investing activities: |                                                                                      |                                           |                                           |         |                           |         |         |         
|                                      | Proceeds from the sale of property and equipment                                     |                                           |                                           | 1,300   |                           |         |         | 13,500   |        
|                                      | Proceeds from note receivable                                                        |                                           |                                           | 84,934  |                           |         |         | 97,577   |        
|                                      |                                                                                      |                                           |                                           |         |                           |         |         |         
|                                      |                                                                                      |                                           | Net cash provided by investing activities |         |                           | 86,234  |         |          |         | 111,077  |  
|                                      |                                                                                      |                                           |                                           |         |                           |         |         |         
|Cash flows from financing activities: |                                                                                      |                                           |                                           |         |                           |         |         |         
|                                      | Principal payments on borrowings and capital lease obligations                       |                                           |                                           |        |                           |         |         | (37,231  | )      
|                                      |                                                                                      |                                           |                                           |         |                           |         |         |         
|                                      |                                                                                      |                                           | Net cash used in financing activities     |         |                           |        |         |          |         | (37,231  | )
|                                      |                                                                                      |                                           |                                           |         |                           |         |         |         
|                                      |                                                                                      |                                           | Net increase (decrease) in cash           |         |                           | 34,800  |         |          |         | (141,246 | )
|Cash at beginning of period           |                                                                                      |                                           | 14,781                                    |         |                           |         | 291,479 |         
|                                      |                                                                                      |                                           |                                           |         |                           |         |         |         
|Cash at end of period                 |                                                                                      | $                                         | 49,581                                    |         |                           | $       | 150,233 |         
|                                      |                                                                                      |                                           |                                           |         |                           |         |         |         

SEE NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

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Planet Polymer Technologies, Inc.
NOTES TO UNAUDITED FINANCIAL STATEMENTS



|1. |  | Basis of Presentation
|-- |  | ---------------------

In managements opinion, 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, 2003, are not
necessarily indicative of results that may be expected for the year ending
December 31, 2003. For additional information, refer to the Companys
consolidated financial statements and notes thereto for the year ended December
31, 2002, contained in the Companys Form 10-KSB for the fiscal year ended
December 31, 2002.

Certain prior period amounts have been reclassified to conform to the
current period presentation.



|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. Until the most recent period,
the Company has incurred losses since inception. As of June 30, 2003, the
Company had an accumulated deficit of approximately $14,229,722. These matters
raise substantial doubt about the Companys ability to continue as a going
concern. The Company does not believe that its existing sources of liquidity
and anticipated revenue will be adequate to satisfy the Companys projected
working capital and other cash requirements through June 30, 2004, to continue
as a public reporting company without raising additional capital. 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 and Optigen products activities through an
independent consultant. The Companys future capital requirements will be
dependent upon many factors, including, but not limited to, costs associated
with the continued support of licenses on the Companys proprietary polymer
materials, costs associated with the enforcement of the Companys patents, and
costs associated with the administration of the Company. Although possible, it
is unlikely that the Company will be able to generate positive cash flow and
maintain profitability through December 31, 2003. The Company is evaluating
alternatives to raise additional equity and/or reduce the cost structure of the
Company.

During the six months ended June 30, 2003, the Company recovered certain
assets previously sold to Ryer Industries, LLC (Ryer), due to non-payment by
Ryer. In May 2003, the Company resold these assets to Ryer Enterprises, LLC, a
newly created entity that intends to continue the commercial use of the related
AQUAMIM assets. The sales price was $301,000, with $25,000 received in May and
the remainder payable over two years. In addition, the Company has licensed to
Ryer Enterprises, LLC, certain patent rights for future royalties payable
monthly over an eight year period, after which the Company will transfer the
patents to Ryer Enterprises, LLC.



|3. |  | 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 net income (loss) by the weighted average number of common shares
outstanding for the period. Diluted earnings per share is computed by dividing
net income 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

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Planet Polymer Technologies, Inc.
NOTES TO UNAUDITED FINANCIAL STATEMENTS

potential common shares consist of the incremental common shares issuable upon
conversion of the 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, 2003 and June 30, 2002, because all
such securities are either anti-dilutive for those periods or their impact was
insignificant. Accordingly, diluted loss per share equals basic loss 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, 2003 was 1,414,941.



|4. |  | Income Taxes
|-- |  | ------------

As the ultimate realization of the potential benefits of the Companys net
operating loss carryforwards is considered unlikely by management, the Company
has offset the deferred tax assets attributable to those potential benefits
through valuation allowances and, accordingly, the Company did not recognize
any credits for income taxes in the accompanying condensed statements of
operations to offset its pre-tax losses.



|5. |  | Stock-Based Compensation
|-- |  | ------------------------

As explained in Note 10 in the Form 10-KSB, the Company accounts for stock
options granted to employees based on their intrinsic values under the
recognition and measurement principles of APB Opinion No. 25, Accounting for
Stock Issued to Employees, and Related Interpretations, and has adopted the
disclosure-only provisions of Statement of Financial Accounting Standards
(SFAS) No. 123, Accounting for Stock-Based Compensation, and the provisions
of Statement of Financial Accounting Standards No. 148 Accounting for
Stock-Based Compensation  Transition and Disclosure-an Amendment of FASB
Statement No. 123. Since the exercise price of all of the options granted by
the Company to its employees has been equal to or greater than fair value, the
Company has not recognized any earned or unearned compensation costs in its
financial statements in connection with those options. The Companys
historical net income (loss) per share and pro forma net income (loss) per
share for the three and six months ended June 30, 2003, and June 30, 2002, assuming
compensation cost had been determined based on the fair value of all options at
the respective dates of grant determined using a pricing model consistent with
the provisions of SFAS 123 are set forth below:

|                                                                                                          |  |                             |         |                           |  |      |          |      |  |   |         |   |  |   |          |  
|--------------------------------------------------------------------------------------------------------- |  | --------------------------- | ------- | ------------------------- |  | ---- | -------- | ---- |  | - | ------- | - |  | - | -------- | -
|                                                                                                          |  | Three
Months Ended June 30, |         | Six
Months Ended June 30,
|                                                                                                          |  | 2003                        |         | 2002                      |  | 2003 |          | 2002
|Net income (loss), as reported                                                                            |  | $                           | 180,700 |                           |  | $    | (185,709 | )    |  | $ | 181,202 |   |  | $ | (340,750 | )
|Stock-based employee compensation expense
assuming a fair value based method had been used
for all awards |  |                             | (14,000 | )                         |  |      | (22,000  | )    |  |   | (27,400 | ) |  |   | (43,300  | )
|                                                                                                          |  |                             |         |                           |  |      |          |      |  |   |         |   |  |   |          |  
|Net loss, pro forma                                                                                       |  | (                           | 166,700 | )                         |  |      | (207,709 | )    |  |   | 153,802 | ) |  |   | (384,050 | )
|                                                                                                          |  |                             |         |                           |  |      |          |      |  |   |         |   |  |   |          |  
|Basic earnings (loss) per share, as reported                                                              |  | $                           | 0.03    |                           |  | $    | (0.02    | )    |  | $ | 0.02    |   |  | $ | (0.04    | )
|                                                                                                          |  |                             |         |                           |  |      |          |      |  |   |         |   |  |   |          |  
|Basic
earnings (loss) per share,
pro forma                                                                |  | $                           | 0.03    |                           |  | $    | (0.02    | )    |  | $ | 0.02    |   |  | $ | (0.04    | )
|                                                                                                          |  |                             |         |                           |  |      |          |      |  |   |         |   |  |   |          |  

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Planet Polymer Technologies, Inc.
NOTES TO UNAUDITED FINANCIAL STATEMENTS



|6. |  | Agway Contract Amendments
|-- |  | -------------------------

During the six months ended June 30, 2003, the Company restructured
certain patent sale and license agreements with Agway resulting in the receipt
of $130,000 in license revenue related to the FreshSeal and Optigen products.
The amended agreements also call for the Company to receive future royalty
payments based on varying percentages of future revenues generated by Agway
from sales of related products. No royalties are expected to be received from
the sales of the underlying products until the fourth quarter of 2003.



|7. |  | Subsequent Events
|-- |  | -----------------

The Company experienced no significant events subsequent June 30, 2003.

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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, 2002.

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 and support the Companys research and development of products,
marketing, licensing of products to third parties and corporate administration.

Until this most recent period Planet has incurred operating losses since
inception and had an accumulated deficit as of June 30, 2003 of approximately
14.2 million. The Companys only anticipated source of revenues is from
royalties from Agway, Inc., and Ryer Enterprises, LLC, which are not expected
to be sufficient to maintain profitability through December 31, 2003.

RESULT OF OPERATIONS

The Companys revenues decreased to approximately $33,000 for the three
months ended June 30, 2003 from approximately $43,000 for the same period in
2002. However, year-to-date revenue has increased $89,000 from the same period
in 2002. This increase is attributable to the receipt of $130,000 in license
revenue from Agway, Inc., related to the restructuring of certain patent sale
and licensing agreements with Agway, Inc., with respect to the FreshSeal and
Optigen products. Additional royalty revenues from Agway, Inc. are not
expected until the fourth quarter of 2003 or later. For the period ended June
30, 2003, no royalties were realized relating to AQUAMIM due to the default by
Ryer Industries, LLC. However, the approximately $11,000 in revenue generated
is primarily related to consulting services provided by the Company to Ryer
Enterprises, LLC. In April 2003 the Company recovered the assets sold to Ryer
Industries, LLC, and by agreement dated as of May 1, 2003, resold the assets to
Ryer Enterprises, LLC, a newly formed entity which intends to continue the
commercial employment of the AQUAMIM products. The sale price for the AQUAMIM
assets is $301,000 with a down payment of $25,000 and twenty-four monthly
installments payable in the amount of $11,500 commencing June 1, 2003. In
addition, the Company has licensed to Ryer Enterprises, LLC, the patent rights
relating to the AQUAMIM products for royalties which will be payable monthly
forty-five days after the close of each month for 8 years after which Planet
has agreed to transfer the patents to Ryer Enterprises, LLC, provided it is not
in default.

Cost of revenues decreased to approximately $1,000 for the three months
ended June 30, 2003, from approximately $32,000 for the same period in 2002.
This decrease was primarily due to the fact the Company no longer directly
sells any products.

Total operating expenses decreased to approximately $109,000 for the three
months ended June 30, 2003, from approximately $249,000 for the same period in
2002. This decrease was primarily attributable to the reduction of the
remaining staff which was offset in part by increased legal expenses

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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.

due to the bankruptcy of Agway, Inc., the restructuring of agreements with
Agway, and the default by Ryer Industries, LLC, in its remaining obligations to
purchase the Companys AQUAMIM assets.

The Company incurred no research and development expenses in the second
quarter of 2003 compared to approximately $37,000 for the three months ended
June 30, 2003. The Company anticipates limited or no further research and
development activities on new products.

Other income, net increased from approximately $20,000 for the three
months ended June 30, 2003, to approximately $279,000 for the same period in
2003. This increase was primarily attributable to the gain on sale of fixed
assets and license revenue from Agway.

LIQUIDITY AND CAPITAL RESOURCES

The Company used cash of approximately $51,000 for operations for the
three months ended June 30, 2003. Such funds were used primarily for
administrative support.

The Company does not believe that its existing sources of liquidity and
anticipated revenue will be adequate to satisfy the Companys projected working
capital and other cash requirements through March 2004 to continue operations
as a public reporting company without raising additional capital. The Company
is evaluating alternatives to raise additional equity and/or reduce the cost
structure of the Company by de-registering under the Securities Exchange Act
and continuing as a privately held Company. If the Company de-registers it is
likely that no market will exist for the Companys shares. As a privately held
company with the Companys activities limited to collecting royalties from
third parties, the Company would endeavor to hold expenses to a minimum and
dividend net royalty income to shareholders. Although Agway, Inc., presented
the Company with revenue projections from the sale of the FreshSeal and Optigen
products being commercialized by Agway, which indicate that significant
royalties could be realized by Planet in as early as year 2004 and increasing
significantly for a ten year period, the ability of Agway or its successor to
realize such revenues is subject to material risks, including, without
limitation, the ability to obtain a no objection position from the FDA relating
to Optigen, market acceptance of the products, product production, and
competition from competing products. Due to the continued material risks
associated with the ultimate commercialization of these products, no assurance
can be made that net royalty income will ever be adequate to pay significant
dividends, if any. The Company understands that Agway is in the process of
trying to sell the operating divisions of Agway responsible for both the
FreshSeal product and the Optigen product. The effect any such sale will have
on the timing and amount of royalties which may be received by the Company is
uncertain. In addition to royalty revenues from FreshSeal, if Agway is
successful in selling the FreshSeal business, the Company may receive from the
purchase price up to $200,000 pursuant to the Companys agreement with Agway.

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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Item 3  Controls and Procedures

Planet Polymer Technologies, Inc.

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

The Companys management, with the participation of the Companys Chief
Executive Officer and Chief Financial Officer, has evaluated the effectiveness
of the Companys disclosure controls and procedures as of June 30, 2003. Based
on this evaluation, the Companys Chief Executive Officer and Chief Financial
Officer concluded that the Companys disclosure controls and procedures are
effective for gathering, analyzing and disclosing the information the Company
is required to disclose in the reports it files under the Securities and
Exchange Act of 1934, within the time periods specified in the Securities and
Exchange Commissions rules and forms. Such evaluation did not identify any
change in the Companys internal control over financial reporting that occurred
during the quarter ended June 30, 2003 that has materially affected, or is
reasonably likely to materially affect, the Companys internal control over
financial reporting.

CHANGES IN INTERNAL CONTROLS

There were no significant changes in internal controls or other factors
that could significantly affect our internal controls subsequent to the date of
our evaluation.

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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:

Effective April 24, 2003, 3.0 million shares of the common stock of the
Company formerly owned by Agway, Inc., were transferred back to the Company and
cancelled, resulting in a decrease of outstanding shares from 9,207,884 to
6,207,884. This transfer was made in consideration for a reduction in the
Companys future royalties percentage.

On April 1, 2003, the Company made a grant to Richard C. Bernier of 25,000
option shares to purchase Common Stock of the Company at $0.05 per share, with
an expiration date of April 1, 2013.

On May 19, 2003, the Company made a grant to H. M. Busby of 50,000 option
shares to purchase Common Stock of the Company at $0.06 per share, with an
expiration date of May 19, 2013.

On May 19, 2003, the Company made a grant to Robert Petcavich of 12,500
option shares to purchase Common Stock of the Company at $0.14 per share, with
an expiration date of May 19, 2013, and another grant to Robert Petcavich of
50,000 option shares to purchase Common Stock of the Company at $0.06 per
share, with an expiration date of May 19, 2013.

On May 19, 2003, the Company made a grant to Ronald Sunderland of 50,000
option shares to purchase Common Stock of the Company at $0.06 per share, with
an expiration date of May 19, 2013.




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

(a)  Exhibits:

|               |  |                                                                                                                   
|-------------- |  | ------------------------------------------------------------------------------------------------------------------
|Exhibit Number |  | Description                                                                                                       
|               |  |                                                                                                                   
|10.43          |  | Purchase, Sale and Licensing Agreement, Ryer
Enterprises, LLC                                                     
|               |  |                                                                                                                   
|10.44          |  | Promissory Note by Ryer Enterprises, LLC, executed in
favor of the Company, and accompanying Amortization Schedule
|               |  |                                                                                                                   
|31.1           |  | CEO and CFO certification pursuant to Section 302                                                                 
|32.1           |  | CEO and CFO certification pursuant to Section 906                                                                 

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PART II  OTHER INFORMATION

Planet Polymer Technologies, Inc.

(b)  Reports on Form 8-K:

News release describing the Companys first ever profitable quarter attached to
Form 8-K as Exhibit 99.1.

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SIGNATURES

Pursuant to with the requirements of Section 13 or 15(d) of the Securities and
Exchange Act of 1934, the Registrant has duly caused this report on Form 10-QSB
to be signed on its behalf by the undersigned, thereunto duly authorized.

|                      |  |                                              |  | 
|--------------------- |  | -------------------------------------------- |  | 
|Date: August 14, 2003 |  | Planet Polymer Technologies, Inc.           
|                      |  |                                              |  | 
|                      |  | /s/ H. M. Busby                              |  | 
|                      |  |                                              |  | 
|                      |  | H. M. Busby                                  |  | 
|                      |  | Chief Executive Officer                      |  | 
|                      |  | (On behalf of Registrant and as Registrants |  | 
|                      |  | Principal Financial and Accounting Officer)  |  | 

Pursuant to the requirements of the Securities and Exchange Act of 1934, this
report has been signed below by the following on behalf of the Registrant and
in the capacities and on the dates indicated.

|                |  |                                  |  |                
|--------------- |  | -------------------------------- |  | ---------------
|Signature       |  | Title                            |  | Date           
|                |  |                                  |  |                
|/s/ H. M. Busby |  | Chief Executive Officer,         |  | August 14, 2003
|                |  | Chief Financial Officer          |  |                
|                |  | (Principal Executive Officer and |  |                
|                |  | Principal Financial Officer)     |  |                
|                |  |                                  |  |                
|/s/ H. M. Busby |  | Director                         |  | August 14, 2003
|                |  |                                  |  |                

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