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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549
 FORM 10-QSB (MARK ONE) þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
 For Quarterly Period Ended September 30, 2004 o
    
    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. 
 (
 CALIFORNIA
    
    33-0502606(State or other jurisdiction of incorporation or organization)
    
    (I.R.S. Employer Identification No.)6835 Flanders Drive, Suite 100, San Diego, California
    
    92121(Address of principal executive offices)
    
    (Zip Code)
 (619) 291-5694 
  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. þ YES
    
    o 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 September 30, 2004Common Stock, no par value
    
    
    6,582,884




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INDEX Page No.PART I  Financial InformationItem 1
    
    Condensed Balance Sheet (Unaudited)September 30, 2004
    
    
    2Condensed Statements of Operations (Unaudited)Three and Nine Months Ended September 30, 2004 and 2003
    
    
    3Condensed Statement of Shareholders' Equity (Deficiency) (Unaudited)Nine Months Ended September 30, 2004
    
    
    4Condensed Statements of Cash Flows (Unaudited)Nine Months Ended September 30, 2004 and 2003
    
    
    5Notes to Unaudited Condensed Financial Statements
    
    
    6Item 2
    
    Management's Discussion and Analysis of Financial Condition and Results of Operations
    
    
    10Item 3
    
    Controls and Procedures
    
    
    12PART II  Other InformationItem 1
    
    Legal Proceedings
    
    
    12Item 2
    
    Changes in Securities and Use of Proceeds
    
    
    12Item 3
    
    Defaults upon Senior Securities
    
    
    12Item 4
    
    Submission of Matters to a Vote of Security Holders
    
    
    12Item 5
    
    Other Information
    
    
    12Item 6
    
    Exhibits and Reports on Form 8-K
    
    
    13SIGNATURES
    
    
    13EXHIBIT 31.1EXHIBIT 32.1




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PART 1  FINANCIAL INFORMATION PLANET POLYMER TECHNOLOGIES, INC. 
 CONDENSED BALANCE SHEET (UNAUDITED) September 30,2004ASSETSCurrent assets:Cash
    
    $
    75,557Prepaid expenses
    
    
    4,295Total current assets
    
    
    79,852Patents, trademarks and license agreements, net of accumulated amortization of $89,065
    
    
    142,271Total assets
    
    $
    222,123LIABILITIES AND SHAREHOLDERS DEFICIENCYCurrent liabilities   accounts payable
    
    $
    247,779Commitments and contingenciesShareholders deficiency: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,
6,582,884 shares issued and outstanding
    
    
    11,678,241Additional paid-in capital
    
    
    3,000,000Accumulated deficit
    
    
    (14,703,897
    )Total shareholders deficiency
    
    
    (25,656
    )Total liabilities and shareholders deficiency
    
    $
    222,123
 SEE NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS 2




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PLANET POLYMER TECHNOLOGIES, INC. 
 CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED) Three months ended September 30,
    
    Nine months ended September 30,2004
    
    2003
    
    2004
    
    2003Revenues
    
    $
    1,905
    
    
    $
    8,534
    
    
    $
    59,348
    
    
    $
    174,874Operating expenses:Cost of revenues
    
    
    797
    
    
    
    982
    
    
    
    4,501
    
    
    
    3,424General and administrative
    
    
    120,796
    
    
    
    46,665
    
    
    
    429,843
    
    
    
    316,849Total operating expenses
    
    
    121,593
    
    
    
    47,647
    
    
    
    434,344
    
    
    
    320,273Loss from operations
    
    
    (119,688
    )
    
    
    (39,113
    )
    
    
    (374,996
    )
    
    
    (145,399
    )Other income, net
    
    
    
    
    
    
    3,854
    
    
    
    10,715
    
    
    
    291,342Net income (loss)
    
    $
    (119,688
    )
    
    $
    (35,259
    )
    
    $
    (364,281
    )
    
    $
    145,943Net income (loss) per share (basic and diluted)
    
    $
    (0.02
    )
    
    $
    (0.01
    )
    
    $
    (0.06
    )
    
    $
    0.02Weighted average shares outstanding used in per share computations
    
    
    6,582,884
    
    
    
    6,207,884
    
    
    
    6,431,607
    
    
    
    6,207,884
 SEE NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS 3




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PLANET POLYMER TECHNOLOGIES, INC. 
 CONDENSED STATEMENTS OF SHAREHOLDERS EQUITY (DEFICIENCY) (UNAUDITED)
Nine Months Ended September 30, 2004 Common Stock
    
    Additional
    
    AccumulatedShares
    
    Amount
    
    Paid-in Capital
    
    Deficit
    
    TOTALBalance at January 1, 2004
    
    
    6,207,884
    
    
    $
    11,648,991
    
    
    $
    3,000,000
    
    
    $
    (14,339,616
    )
    
    $
    309,375Exercise of stock options
    
    
    375,000
    
    
    
    29,250
    
    
    
    
    
    
    
    
    
    
    
    29,250Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (364,281
    )
    
    
    (364,281
    )Balance at September 30, 2004
    
    
    6,582,884
    
    
    $
    11,678,241
    
    
    $
    3,000,000
    
    
    $
    (14,703,897
    )
    
    $
    (25,656
    )
 4




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PLANET POLYMER TECHNOLOGIES, INC. 
 CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) Nine months ended September 30,2004
    
    2003Cash flows from operating activities:Net income (loss)
    
    $
    (364,281
    )
    
    $
    145,943Adjustments to reconcile net income (loss) to net cash
used in operating activities:Depreciation and amortization
    
    
    11,069
    
    
    
    14,575Bad debts
    
    
    2,881
    
    
    
    Gain on sale of property and equipment
    
    
    
    
    
    
    (1,300
    )Gain on sale of long-lived assets
    
    
    
    
    
    
    (275,610
    )Changes in operating assets and liabilities:Accounts receivable
    
    
    13,626
    
    
    
    6,760Prepaid expenses and other assets
    
    
    (415
    )
    
    
    10,033Accounts payable
    
    
    179,279
    
    
    
    30,740Accrued expenses
    
    
    
    
    
    
    (21,942
    )Net cash used in operating activities
    
    
    (157,841
    )
    
    
    (90,801
    )Cash flows from investing activities:Proceeds from the sale of property and equipment
    
    
    
    
    
    
    1,300Proceeds from notes receivable
    
    
    185,604
    
    
    
    105,230Net cash provided by investing activities
    
    
    185,604
    
    
    
    106,530Cash flows from financing activities  proceeds from exercise of stock options
    
    
    29,250
    
    
    
    Net increase in cash
    
    
    57,013
    
    
    
    15,729Cash at beginning of period
    
    
    18,544
    
    
    
    14,781Cash at end of period
    
    $
    75,557
    
    
    $
    30,510
 SEE NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS 5




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Planet Polymer Technologies, Inc. 
 NOTES TO UNAUDITED CONDENSED
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 three and nine months ended September 30,
2004, are not necessarily indicative of results that may be expected for the
year ending December 31, 2004. For additional information, refer to the
Companys financial statements and notes thereto for the year ended December
31, 2003, contained in the Companys most recent annual report on Form 10-KSB
for the fiscal year ended December 31, 2003. 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. For the nine months ended
September 30, 2004, the Company incurred a loss of $364,281. As of September
30, 2004, the Company had an accumulated deficit of $14,703,897. 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 December 31, 2004, to
continue as a public reporting company without raising additional capital or
consummating a business combination (see below). For the nine months ended
September 30, 2004, the Company had no employees and did not conduct any
research or development. 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
show a profit through December 31, 2004. On March 22, 2004, the Company and Allergy Free, LLC (Allergy Free)
announced that on March 18, 2004, they had entered into an Asset Purchase
Agreement (Agreement). As subsequently amended on June 11, 2004 and October
6, 2004, the Agreement provides for the Company to acquire certain assets and
assume certain liabilities of Allergy Free for which the Company will provide
the following consideration: a subordinated convertible note in the approximate
principal amount of $274,300 bearing interest at 5.5% per annum and due and
payable within three (3) years and approximately 82,732,970 shares of common
stock of the Company. Additionally, the Company will assume approximately
$701,229 of Allergy Frees liabilities as of June 30, 2004 (plus, all
obligations arising under assumed contracts which arise after the closing). As
a result, after the closing of the Agreement and the conversion of the notes
and related interest payable, the members of Allergy Free will 6




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Planet Polymer Technologies, Inc. NOTES TO UNAUDITED CONDENSED
FINANCIAL STATEMENTS own approximately 92.7% of the voting shares of the Company. The members
of Allergy Free will receive the majority of the voting shares of the Company,
and the current president of Allergy Free will become president of the Company.
Representatives of Allergy Free will hold three of the five seats on the
Companys Board of Directors. At the closing, the Company will be a
non-operating shell corporation no longer meeting the definition of a business,
as defined in EITF Consensus 98-3. The transaction will be accounted for as a
recapitalization of Allergy Free. This transaction is equivalent to Allergy
Free issuing stock for the net liabilities of the Company, accompanied by a
recapitalization. The accounting is identical to that resulting from a reverse
acquisition, except that there are no adjustments to the historic carrying
values of the assets and liabilities. Additionally, any direct costs of the
transaction are charged to equity, but only to the extent of the Companys
cash. Costs in excess of cash received are charged to expense. Investors are
encouraged to review the Companys Proxy Statement which was filed with the SEC
and is available through EDGAR at www.sec.gov.  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 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, six and nine months ended September 30, 2004 and 2003, 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 nine months ended September 30,
2004 and 2003 were as follows: 2004
    
    2003Warrants
    
    
    100,000
    
    
    
    255,000Options
    
    
    104,500
    
    
    
    1,159,941Total
    
    
    204,500
    
    
    
    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 benefit for income taxes in the accompanying condensed statements of
operations to offset its pre-tax losses. 7




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Planet Polymer Technologies, Inc. NOTES TO UNAUDITED CONDENSED
FINANCIAL STATEMENTS  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, six and nine months ended September 30, 2004 and 2003,
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 Sept. 30
    
    Nine Months Ended Sept. 302004
    
    2003
    
    2004
    
    2003Net income (loss), as reported
    
    $
    (119,688
    )
    
    $
    (35,259
    )
    
    $
    (364,281
    )
    
    $
    145,943Stock-based employee
compensation expense assuming
a fair value based method had
been used for all awards
    
    
    (11,447
    )
    
    
    (17,700
    )
    
    
    (34,341
    )
    
    
    (45,100
    )Net income (loss), pro forma
    
    $
    (131,135
    )
    
    $
    (52,959
    )
    
    $
    (398,622
    )
    
    $
    100,843Basic earnings (loss) per
share, as reported
    
    $
    (0.02
    )
    
    $
    0.01
    
    
    $
    (0.06
    )
    
    $
    0.02Basic earnings (loss) per
share, pro forma
    
    $
    (0.02
    )
    
    $
    0.01
    
    
    $
    (0.06
    )
    
    $
    0.02
  6.
    
    Ryer Enterprises, LLC Assignment to Ryer, Inc. During the first quarter of 2004, the Company agreed to forbear the
February and March installment payments due from Ryer Enterprises, LLC in
exchange for a two (2) month extension of the installment payments plus an
additional installment payment of $4,600. During the period ended June 30, 2004, the obligations of Ryer
Enterprises, LLC under the May 1, 2003 Agreement with the Company were
assigned, with the Companys approval, to Ryer, Inc., a California corporation
(Assignment). As part of the Assignment, Ryer, Inc. paid the April and May
2004 installments to the Company on behalf of Ryer Enterprises, LLC. In
addition, on June 23, 2004, the 8




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Planet Polymer Technologies, Inc. NOTES TO UNAUDITED CONDENSED
FINANCIAL STATEMENTS Company received a payment from Ryer, Inc. of approximately $161,000 to satisfy
the remaining balance of the note. 9




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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, 2003. 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.
For the nine month period ended September 30, 2004, the Company did not engage
in any research and development and did not incur any employee expense. Planet had an accumulated deficit as of September 30, 2004, of
approximately $14.7 million. The Companys only anticipated source of revenues
is from royalties from BASF, Alltech and Ryer, Inc., which are not expected to
be sufficient to result in a net profit through December 31, 2004. RESULT OF OPERATIONS The net loss for the nine months ended September 30, 2004, was $364,281
compared to a net income of $145,943 for the nine month period ended September
30, 2003. This decrease is a result of a decline in revenues and the Company
incurring higher legal expenses and costs for the nine months ended September
30, 2004, due to the pending acquisition agreement with Allergy Free, LLC. The
Company had revenues of $59,348 for the nine months ended September 30, 2004
compared to $174,874 for the same period in 2003. Effective January 15, 2004, Agway entered into an agreement to sell all of
the assets of its FreshSeal® business, which include the fruit/produce patent
rights assigned by the Company, to BASF. Also, in January 2004, Agway sold all
of its right and interest to Optigen® to Alltech. Management cannot assure
that the Company will receive significant, if any, royalties and monies under
these Sale and Licensing Agreements. The Company is hopeful BASF and Alltech
will continue to commercialize the intellectual property and provide future
royalty revenue streams to the Company. 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 (Ryer Enterprises). Pursuant to said agreement, the Company
licensed to Ryer Enterprises, the patent rights relating to the AQUAMIM®
products for royalties which are 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, provided it is not in default. In June 2004,
with the approval of the Company, the obligations of Ryer Enterprises under the
May 1, 2003 agreement with the Company were assigned to and assumed by Ryer,
Inc., a California corporation (Assignment). On June 23, 2004, as a result
of the Assignment, the Company received a payment from Ryer, Inc. of
approximately $161,000 to satisfy the note relating to the AQUAMIM® products
and 10




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##### Table of Contents



Item 2  Managements Discussion and Analysis of Financial
Condition and Results of Operations Planet Polymer Technologies, Inc. the Agreement. Concurrently, the Company entered into a Royalty Contract
with Ryer, Inc. redefining on what sales and how royalty payments are to be
made and pursuant to which the Company assigned all patent rights related to
AQUAMIM® technology to Ryer, Inc. Cost of revenues for the three months ended September 30, 2004, was $797
compared to $982 for the same period in 2003. Total operating expenses increased to $434,344 for the nine months ended
September 30, 2004, from $320,273 for the same period in 2003. This increase
was primarily attributable to higher legal expenses and costs incurred in the
nine months ended September 30, 2004, due to the pending acquisition agreement
with Allergy Free, LLC. Similar to the third quarter of 2003, the Company incurred no research and
development expenses. Unless and until the Proposed Acquisition is completed,
the Company anticipates limited or no further research and development
activities on new products. Other income, net decreased from $291,342 for the nine
months ended September 30, 2003, to $10,715 for the same period in 2004. This
decrease reflects a one time gain on sale of fixed assets and certain license
revenue from Agway in 2003. LIQUIDITY AND CAPITAL RESOURCES The Company had net cash used in operating activities of $157,841 for the
nine months ended September 30, 2004. This negative cash flow was due
primarily to increased accounting and legal expenses resulting from the
proposed asset purchase agreement between Allergy Free, LLC and the Company. 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 December 2004 to continue
operations as a public reporting company without raising additional capital or
consummating a business merger (see below). On March 22, 2004, the Company and Allergy Free, LLC (Allergy Free)
announced that on March 18, 2004, they had entered into an Asset Purchase
Agreement (Agreement). As subsequently amended on June 11, 2004 and October
6, 2004, the Agreement provides for the Company to acquire certain assets and
assume certain liabilities of Allergy Free for which the Company will provide
the following consideration: a subordinated convertible note in the approximate
principal amount of $274,300 bearing interest at 5.5% per annum and due and
payable within three (3) years and approximately 82,732,970 shares of common
stock of the Company. Additionally, the Company will assume approximately
$701,229 of Allergy Frees liabilities as of June 30, 2004 (plus, all
obligations arising under assumed contracts which arise after the closing). As
a result, after the closing of the Agreement and the conversion of the notes
and related interest payable, the members of Allergy Free will own
approximately 92.7% of the voting shares of the Company. The members of
Allergy Free will receive the majority of the voting shares of the Company, and
the current president of Allergy Free will become president of the Company.
Representatives of Allergy Free will hold three of the five seats on 11




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Item 2  Managements Discussion and Analysis of Financial
Condition and Results of Operations Planet Polymer Technologies, Inc. the Companys Board of Directors. At the closing, the Company will be a
non-operating shell corporation no longer meeting the definition of a business,
as defined in EITF Consensus 98-3. The transaction will be accounted for as a
recapitalization of Allergy Free. This transaction is equivalent to Allergy
Free issuing stock for the net liabilities of the Company, accompanied by a
recapitalization. The accounting is identical to that resulting from a reverse
acquisition, except that there are no adjustments to the historic carrying
values of the assets and liabilities. Additionally, any direct costs of the
transaction are charged to equity, but only to the extent of the Companys
cash. Costs in excess of cash received are charged to expense. Investors are
encouraged to review the Companys Proxy Statement which was filed with the SEC
and is available through EDGAR at www.sec.gov. If the transaction is completed, immediately prior to or concurrently with
the closing, Planet will distribute to a trustee for the benefit of Planet
shareholders of record as of September 30, 2004, the right to receive all
royalties payable to Planet pursuant to the Sale and Licensing Agreements
between Planet and Agway, Inc., relating to Planets FreshSeal® and Optigen®
technology and the certain Royalty Agreement between Planet and Ryer, Inc.,
relating to Planets AQUAMIM® technology. 
 ITEM 3. CONTROLS AND PROCEDURES The Companys management, with the participation of the Companys Chief
Executive Officer who is also the Chief Financial Officer, has evaluated the
effectiveness of the Companys disclosure controls and procedures as of
September 30, 2004. 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. During the three months ended September 30, 2004, there were no
significant changes in the Companys internal control over financial reporting
that materially affected, or is reasonably likely to materially affect, the
Companys internal control over financial reporting. 
 PART II  OTHER INFORMATION 
 Item 1  Legal Proceedings: None 
 Item 2  Changes in Securities and Use of Proceeds: None 
 Item 3  Defaults upon Senior Securities: None 
 Item 4  Submission of Matters to a Vote of Security Holders: 12




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None 
 Item 5  Other Information: None 
 Item 6  Exhibits and Reports on Form 8-K  (a)
    
    Exhibits Exhibit 31.1
    
    Certification of Principal Executive Officer and
Financial Officer pursuant to Section 302 of the Sarbanes
Oxley Act of 2002.Exhibit 32.1
    
    Certification of Principal Executive Officer and
Financial Officer pursuant to Section 906 of the Sarbanes
Oxley Act of 2002.
  (b)
    
    Reports on Form 8-K Press Release dated August 24, 2004 describing Royalty Agreement
with Ryer, Inc. and six month ended June 30, 2004 financial results
attached to Form 8-K as Exhibit 99.4. 
 SIGNATURES In accordance with the requirements of Exchange Act, the Registrant has duly
caused this report on Form 10-QSB to be signed on its behalf by the
undersigned, thereunto duly authorized. Date: November 12, 2004
    Planet Polymer Technologies, Inc.By:
    /s/ H. M. BusbyH. M. BusbyChief Executive Officer
(On behalf of Registrant and as
Registrant's Principal Financial and
Accounting Officer) 13