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

                                   FORM 10-QSB

                                   (Mark One)

   [ X ] Quarterly report under Section 13 or 15(d) of the Securities Exchange
                                   Act of 1934

                 For the quarterly period ended August 31, 2002

        [ ] Transition report under Section 13 or 15(d) of the Securities
                              Exchange Act of 1934

              For the transition period from _________ to _________

                           Commission File No. 0-30098

                      RUBBER TECHNOLOGY INTERNATIONAL, INC.

                 (Name of Small Business Issuer in Its Charter)


               NEVADA                                     88-0370454
(State  or  Other  Jurisdiction  of                    (IRS  Employer
 Incorporation  or  Organization)                  Identification  Number)


       3185  E.  WASHINGTON  BLVD.,
         LOS  ANGELES,  CALIFORNIA                          90023
(Address  of  Principal  Executive  Offices)             (Zip  Code)

                                 (323)  268-6842
                           (Issuer's  Telephone  Number)



           SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
                                     (None)

           SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
                         COMMON STOCK, PAR VALUE $0.0001
                                (Title of Class)

Check  whether  the  issuer  (1)  filed  all  reports  required  to  be filed by
Section  13  or 15(d) of the Exchange Act during the past 12 months (or for such
shorter  period  that the registrant was required to file such reports); and (2)
has  been  subject  to  such  filing  requirements  for  the  past  90  days.

Yes  [  X  ]  No  [  ]

Indicate  the  number  of  shares  outstanding  of each of the issuer's class of
common  stock  as  of  the  latest  practicable  date:

      TITLE OF EACH CLASS OF COMMON STOCK OUTSTANDING AS NOVEMBER 12 , 2002
      ---------------------------------------------------------------------
                   COMMON STOCK, $0.0001 PAR VALUE 86,554,729

           TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT (CHECK ONE):

Yes  [  ]  No  [  X  ]

                                        1

<PAGE>

                                TABLE  OF  CONTENTS
                                -----------------

                         PART  I  -  FINANCIAL  INFORMATION

INDEX

                      RUBBER  TECHNOLOGY  INTERNATIONAL,  INC.

PART  I.  FINANCIAL  INFORMATION

Item  1.  Consolidated  Financial  Statements

          Consolidated  Balance  Sheet  at  August  31,  2002  and
            August  31,  2001

          Consolidated  Statements  of  Operations  three
            Months  ended  August31,  2002  and  August  31,  2001

          Consolidated  Statements  of  Cash  Flows  six  months
            ended  August  31,  2002  and  August  31,  2001

          Notes  to  Consolidated  Financial  Statements

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

                          PART  II.  OTHER  INFORMATION

Item  1.  Legal  Proceedings

Item  2.  Changes  in  Securities

Item  3.  Defaults  Upon  Senior  Securities

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

Item  5.  Other  Information

Item  6.  Exhibits  and  Reports  on  Form  8-K





                                        2

<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM  1  -  FINANCIAL  STATEMENTS



                         PART  I  -  FINANCIAL  INFORMATION

ITEM  1  -  FINANCIAL  STATEMENTS

<TABLE>
<CAPTION>



<S>                                    <C>           <C>

                RUBBER TECHNOLOGY INTERNATIONAL, INC.
                        BALANCE SHEETS

                            ASSETS

                                       AUGUST 31,    NOVEMBER 30,
                                              2002            2001
                                       ------------  --------------
CURRENT ASSETS

Cash. . . . . . . . . . . . . . . . .  $    59,759   $      28,341
Accounts Receivable . . . . . . . . .                      197,867
Notes Receivable. . . . . . . . . . .                    1,292,366
Prepaid Expenses. . . . . . . . . . .          855           5,985
Inventory . . . . . . . . . . . . . .                      295,756
                                       ------------  --------------

Total Current Assets. . . . . . . . .       60,614       1,820,315

Net Property and Equipment. . . . . .      952,056       1,050,596

OTHER ASSETS
Deposits. . . . . . . . . . . . . . .       11,724          80,144
Investments . . . . . . . . . . . . .    3,570,000       3,570,000
Due to Grant Claims LLC . . . . . . .    1,314,715
                                       ------------  --------------

Total Other Assets. . . . . . . . . .    4,896,439       3,650,144
                                       ------------  --------------

TOTAL ASSETS. . . . . . . . . . . . .  $ 5,909,109   $   6,521,055
                                       ============  ==============

CURRENT LIABILITIES
Accounts Payable and Accrued
Expenses. . . . . . . . . . . . . . .  $   377,087   $     840,042
Short-Term Notes Payable. . . . . . .      337,295       1,083,231
                                       ------------  --------------

Total Current Liabilities . . . . . .      714,382       1,923,273

LONG TERM LIABILITIES
Notes Payable-Unsecured, less
current portion . . . . . . . . . . .      397,585
Notes Payable-Secured, less
current position. . . . . . . . . . .      188,309
Notes Payable-Officers and
Shareholders. . . . . . . . . . . . .      367,434
Accrued Salaries to Officers. . . . .      378,860
Debenture Due . . . . . . . . . . . .      471,234
Long Term Debt. . . . . . . . . . . .      787,875

Total Long Term Debt. . . . . . . . .    1,803,422         787,875
                                       ------------  --------------

TOTAL LIABILITIES . . . . . . . . . .    2,517,804       2,711,148
                                       ------------  --------------

SHAREHOLDERS' EQUITY
Common Stock, $.0001 par value,
Authorized
150,000,000 shares; issued and
outstanding
86,554,729 shares . . . . . . . . . .        7,830           7,222
Additional Paid-In Capital. . . . . .    8,466,598       8,339,706
Accumulated deficit . . . . . . . . .   (5,083,123)     (4,537,021)
                                       ------------  --------------

TOTAL SHAREHOLDERS' EQUITY. . . . . .    3,391,305       3,809,907
                                       ------------  --------------

TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY. . . . . . . . . . . . . . . .  $ 5,909,109   $   6,521,055
                                       ============  ==============

</TABLE>

See  accompanying  notes  to  financial  statement  disclosures.

<PAGE>

                      RUBBER TECHNOLOGY INTERNATIONAL, INC.
                            STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
<S>                                <C>           <C>           <C>           <C>

                                     3 months       9 months      3 months      9 months
                                    August 31,     August 31,    August 31,    August 31,
                                          2002          2002          2001          2001
                                    ----------     ----------    ---------     ----------
                                     Unaudited      Unaudited    Unaudited      Unaudited
          $ . . . . . . . . . . .  $
REVENUES. . . . . . . . . . . . .  $    22,009   $    22,009

Cost of Revenue . . . . . . . . .       24,095        24,095

Loss from Operations. . . . . . .       (2,086)       (2,086)

Selling, General and
Administrative Expense. . . . . .       (5,593)     (223,521)     (160,342)     (675,576)

Unrealized Loss in Subsidiary . .     (621,225)     (621,225)

Other Income from Discounted
Payable . . . . . . . . . . . . .       82,802        82,802

Loss from Continuing Operations .     (546,102)     (764,030)     (160,342)     (675,576)

Loss from Discontinued Operations     (402,164)       (9,089)      (33,839)
                                    ----------     ----------    ---------     ----------

NET LOSS. . . . . . . . . . . . .  $  (546,102)  $(1,166,194)  $  (169,431)  $  (709,415
                                    ===========    ==========    ==========    ==========

Weighted average number of shares   86,554,729    86,554,729    72,160,940    70,051,137
                                    ===========    ==========    ==========    ==========

EARNINGS PER SHARE

LOSS FROM CONTINUING OPERATIONS .        -0.01         -0.01          0.00         -0.01
                                    ===========    ==========    ==========    ==========

Loss from discontinued operations         0.00          0.00          0.00          0.00
                                    ===========    ==========    ==========    ==========

NET LOSS. . . . . . . . . . . . .        -0.01         -0.01          0.00         -0.01
                                    ===========    ==========    ==========    ==========

</TABLE>


 See  accompanying  notes  to  financial  statement  disclosures.

<PAGE>

                      RUBBER TECHNOLOGY INTERNATIONAL, INC.
                            STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>



<S>                                       <C>                <C>

                                                9 months       9  months
                                         August 31, 2002  August 31, 2001
                                          ----------------  -------------
                                              Unaudited      Unaudited

Net Loss . . . . . . . . . . . . . . . .  $     (1,166,194)  $  (709,415)

ADJUSTMENT TO RECONCILE NET LOSS TO NET
CASH PROVIDED BY (USED IN) OPERATING
ACTIVITIES

Depreciation and Amortization. . . . . .            98,540       222,540
Accounts Receivable. . . . . . . . . . .         1,490,233      (563,670)
Inventory. . . . . . . . . . . . . . . .           295,756      (279,457)
Deposits . . . . . . . . . . . . . . . .            68,420       (14,103)
Prepaid Expenses . . . . . . . . . . . .             5,130      (206,309)
Accounts Payable . . . . . . . . . . . .          (462,955)      277,197
                                          ----------------  -------------

Net Cash (Used In) Operating Activities.           328,930    (1,273,217)

CASH FLOWS FROM INVESTING ACTIVITIES

Purchases and Installation of Equipment.                        (577,254)

Mineral Interest, net of non-controlling
interest . . . . . . . . . . . . . . . .          (694,623)      (86,412)
                                          ----------------  -------------

Net Cash Provided by (Used In) Investing
Activities . . . . . . . . . . . . . . .          (694,623)     (663,666)

CASH FLOWS FROM FINANCING ACTIVITIES

Short-Term Notes Payable . . . . . . . .          (745,936)      578,737
Notes Payable. . . . . . . . . . . . . .         1,015,546       106,214
Equipment Loan . . . . . . . . . . . . .                         336,145
Note Payable, Bank and Mineral Interest.                          16,886
Loan Principal Reduction . . . . . . . .                        (140,609)
Note and Salaries Payable-Officers . . .                          83,269
Proceeds from the Issuance of Securities           127,501       397,557
Proceeds from the Sale of Debentures . .                         524,807
                                          ----------------  -------------

Net Cash Provided by Financing
Activities . . . . . . . . . . . . . . .           397,111     1,903,006
                                          ----------------  -------------

NET INCREASE (DECREASE) IN CASH. . . . .            31,418       (33,877)

CASH, BEGINNING OF PERIOD. . . . . . . .            28,341        66,561
                                          ----------------  -------------

CASH, END OF PERIOD. . . . . . . . . . .  $         59,759   $    32,684
                                            ==============  =============

</TABLE>


See  accompanying  notes  to  financial  statement  disclosures.


<PAGE>

                      RUBBER TECHNOLOGY INTERNATIONAL, INC.
                       AUGUST 31, 2001 AND AUGUST 31, 2002

                     HISTORY AND ORGANIZATION OF THE COMPANY

Rubber  Technology International, Inc. ("RTEK") is a recycler of waste tires and
producer  of recycled molded rubber products. RTEK was originally organized as a
Florida  Corporation  on  July  25,  1986 and is currently based in Los Angeles,
California.  RTEK's  principal  line  of business involves accepting waste tires
from  tire  retailers,  service  stations,  salvage  yards,  clean  up jobs with
governmental  agencies,  private individuals and companies and recycling them to
produce a variety of molded rubber products. The Company acquired the production
rights  to  significant construction grade sand deposits located near Las Vegas,
NV previously owned by Grant Claims, LLC, and intends to develop these resources
towards  the  development  of  concrete  and  other  building  related products.

In 1997, RTEK, (which at the time was designated Sunshine Capital, Inc. ("SCI"))
acquired all of the outstanding common stock of Rubber Technology International,
Inc.,  a Nevada corporation (RTEK-Nevada) in a business combination described as
a "reverse acquisition." For accounting purposes, the acquisition was treated as
the  acquisition  of SCI (the Registrant) by RTEK-Nevada. On April 12, 2001, the
Company's  shareholders  approved  a reincorporation of the original corporation
from  Florida  to  Nevada.

The Company is authorized to issue up to 150 million shares of $0.0001 par value
common  stock  and 20 million shares of $0.0001 par value preferred stock. As of
August  31, 2002, 86,554,729 shares of common stock were issued and outstanding.
There  are  no  other  authorized  shares  of  common  or  preferred  stock.

                       ACCOUNTING POLICIES AND PROCEDURES

The  consolidated  financial  statements  of  the Company are prepared using the
accrual  basis  of  accounting.  The  financial  statements  have  been prepared
assuming  that  the  Company  will  continue  as a going concern.  The financial
statements  do not include any adjustments that might result from the outcome of
this  uncertainty.  Management  is  addressing this going concern uncertainty by
discontinuing  its  rubber  recycling  segment  and subleasing the entire rubber
recycling  segment  to  Recovery  Technology  Group.

Property and equipment on the balance sheet is being subleased.  For the quarter
ended  August  31,  2002, revenue is from sublease.  Revenue, related costs, and
expenses  from  the  rubber  recycling  segment  have  been  reclassified  as
discontinued  operations.

<TABLE>
<CAPTION>
<S>                                             <C>              <C>              <C>                <C>

                                                3 months           9 months          3 months         9 months
                                         August 31, 2002    August 31, 2001   August 31, 2001   August 31, 2001

REVENUES                                $                   $     530,140   $      1,040,262   $    1,804,673

COST OF GOODS SOLD                                                538,326            737,021        1,093,090

GROSS MARGIN (LOSS) INCOME                                         (8,186)           303,241          711,583

EXPENSES                                                         (393,978)          (312,330)        (745,422)

LOSS FROM DISCONTINUED OPERATIONS       $                   $    (402,164)  $         (9,089)  $      (33,839)
</TABLE>

Repair  and  maintenance expenses individually exceeding $500 are amortized over
the  ensuing  six-month  period.

<PAGE>

                 ACCOUNTING POLICIES AND PROCEDURES (CONTINUED)

Property,  including  leasehold improvements, and equipment are carried at cost.
Depreciation  is  provided  using straight-line and accelerated methods for both
book and tax purposes applied over the estimated useful lives of the equipment .
Leasehold  improvements  are  amortized  over  the term of the applicable lease,
assuming  all  extensions  are  exercised. The acquisition cost of Global Sight,
Inc.  is being amortized over an estimated life of five years. Applicable assets
are  fully  costed  when they are determined to have no continuing useful value.

The  Company's  main  operating facility is located in an Enterprise Zone within
the  City  of  Los  Angeles.  This  allows  for tax advantages such as labor and
investment  credits and extended tax carry-overs, which are included herein. The
Company  has  experienced  operating losses to date and evaluates its need for a
provision  for  federal  income  tax  after  each  quarter. Income taxes for the
current  years  are  offset  by  prior year's losses and tax credits principally
arising  from  the  stated  Enterprise  Zone  credits and provisions. The Nevada
corporation  operates  the  rubber  recycling  facility.

All  exchanges  of  common stock for services rendered were recorded at the fair
value  of  the services rendered. The Company does not have definitive contracts
with  its  management  personnel.  Any common shares issued to these individuals
were  discretionary  distributions.

The  Company  has  not  adopted  any  policy  regarding payment of dividends. No
dividends  have  been  paid  since  inception.

The  preparation  of  financial statements in conformity with generally accepted
accounting  principles  requires  that management make estimates and assumptions
which  affect  the  reported amounts of assets and liabilities as of the date of
the  financial  statements  and  revenues  and expenses for the period reported.
Actual  results  may  differ  from  these  estimates.

The  Company  has  adopted  November  30  as  its  fiscal  year  end.

                                MINERAL INTERESTS

Effective  November  30,  2000,  the  Company  completed a combination of assets
agreement  for  the  rights and assets of the Grant Claims sand operation. Under
this  agreement,  all the rights net of all the obligations of the Grant Claims'
prior  operations, were combined with the Company's contribution of 25.5 million
restricted  common  shares in a new corporation that will continue to pursue the
operation  of  the  Grant  Claims. This corporation is 51% directly owned by the
Company.

The purchase method of accounting was used to report this combination of assets.
This  method  requires  all  common share valuations of Company stock, including
Grant  Claims,  Inc.'s  attributable  owned shares, to be at current fair value,
recordation  of  operations  only  subsequent  to  the combination of assets and
consolidation  of operations and recordation of the non-controlling interests at
the  non-owned  percentage.  The  unrealized current value adjustment appears as
other comprehensive gains or losses, as applicable, and net of applicable income
taxes.  Due  to  the  Company's  current tax position, the net of tax portion is
deemed  to  be  zero.  The  Company  adjusted  the  $621,225  unrealized  other
comprehensive  loss  to  zero  and  recorded  a  loss from continuing operations
amounting  to  $621,225  for  the  quarter  ended  August  31,  2002.

                                LEASE COMMITMENTS

As  of  August  31,  2002, the Company is obligated under leases for facilities.
Future  minimum  lease  payments  under  these  leases  are:

<PAGE>

                Term                               Minimum  Annual  Payment
----------------------------------------           ------------------------

 August  31,  2002  -  August  31,  2003                 160,674
 August  31,  2003  -  August  31,  2004                 163,025
 August  31,  2004  -  August  31,  2005                 167,950
 August  31,  2005  -  August  31,  2006                 172,925
 August  31,  2006  -  December  28,  2006                58,900
                                                      ----------
                                                      $  723,474
                                                      ==========


The primary term of the core facility lease ended December 2001. The Company has
extended  the term of this lease for an additional five years. Additionally, the
Company  is  required  to pay any property tax increases over the base year. The
lease  provides  an  option  to  purchase  the property under market conditions.

On  April  30th,  2002,  the  Company  signed  a  lease  agreement with Recovery
Technologies Group, Inc., for the lease of its Los Angeles facility. The term of
the  lease  is  5 years with an option to extend for an additional 5 years or to
purchase  the  facility.  The  monthly  rent is $ 26,000.00 and the agreement is
retroactive  to  February  21st, 2002, at which time Recovery Technologies Group
began  operating.

The  agreement requires Recovery Technology Group to pay the Company $102,000 on
March  2002,  $11,000  every month from May 2002 to August 2002, and $26,000 per
month  thereafter until August 2007.  Recovery Technology Group withheld certain
payments  because  of uncertainties related to the Company's ability to continue
as  a  going  concern.


ITEM  2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS

The  following  discussion  contains certain forward-looking statements that are
subject  to  business  and  economic  risks and uncertainties, and the Company's
actual  results  could  differ materially from those forward-looking statements.
The  following  discussion  regarding  the  financial  statements of the Company
should  be  read in conjunction with the financial statements and notes thereto.

GENERAL  OVERVIEW

The  Company's principal line of business is the leasing of its Los Angeles tire
recycling  and  crumb  rubber facility. The leasing of the facility provides RTI
with  revenues  and  eliminates  overhead  resulting  from  the  operation.

Additionally, the company continues to maintain its mining rights through its 51
%  ownership in Grant Claims, Inc. and plans to focus on initiating operation at
the  site.  However,  there  can  be  no assurance that the Company's management
resources  or information systems will be sufficient to manage any future growth
in  the  Company's  business,  and  the  failure  to do so could have a material
adverse  effect  on  the Company's business, results of operations and financial
condition.

<PAGE>

RESULTS  OF  OPERATIONS  OF  THE  COMPANY

THREE  MONTHS  ENDED  AUGUST 31, 2002 COMPARED TO THREE MONTHS ENDED  AUGUST 31,
2001

REVENUES  -  Revenues  totaled $22,009 and $0 three months ended August 31, 2002
and  August 31, 2001, respectively. Revenue for the current year is from a lease
agreement  with Recovery Technology Group, Inc.  Revenue of the rubber recycling
segment  for  the  current  and  prior  years  were  included  in  discontinued
operations.

COST  OF  SALES  -  Cost  of  sales  totaled $24,095 and  $0 for the three-month
periods  ended  August 31, 2002 and August 31, 2001, respectively. Cost of sales
for the period ended August 31, 2002 were comprised of equipment leases totaling
$24,095.  As a percentage of total revenues, cost of sales was 109% and  0% and,
resulting  in apparent gross margins of (9%) and 0% for the periods ended August
31,  2002  and  August  31,  2001,  respectively.   Cost  of sales of the rubber
recycling segment  for the current and prior years were included in discontinued
operations.

SELLING,  GENERAL  AND  ADMINISTRATIVE  EXPENSES  -  Selling,  general  and
administrative ("SG&A") expenses totaled $5,593 and $160,342 for the three month
periods  ended  August 31, 2002 and August 31, 2001, respectively. In the period
ended  August  31,  2002,  legal  expenses  totaled  $5,000. The net losses were
$1,166,194  and  $169,430  for the three-month periods ended August 31, 2002 and
August  31,  2001,  respectively.

ASSETS AND LIABILITIES - Cash balance as of August 31, 2002 increased to $59,759
from August 31, 2001, of $ 32,684. In addition, Inventory and Account receivable
decreased to zero balances respectively, from $ 428,017 and $ 608,324 per August
31,  2001.  Accounts  payable  decreased  to  $377,087 per August 31, 2002, from
$817,415,  August  31, 2001. This decrease was attributable to complete sale and
distribution  of  inventory  and  receipt of all accounts receivable. Short term
notes  payable decreased $584,380 for the same period. The long-term liabilities
decreased  $154,595  from  $  1,958,016 to $ 1,803,421 as of August 31, 2001 and
August  31,  2002  respectively.

LIQUIDITY  AND  CAPITAL  RESOURCES

GENERAL  -  Overall, the Company had a positive cash flow of $31,318 in the nine
month  period ending August 31, 2002 resulting from $328,930 of cash provided by
the  Company's  operating  activities,  ($694,623) in cash used in the Company's
investment  activities  and  $397,111  provided  by  the  Company's  financing
activities.

CASH  FLOWS  FROM  OPERATIONS  -  Net  cash  provided by operating activities of
$328,930  in  the nine month period ended August 31, 2002 was primarily due to a
net  consolidated  loss  of  $1,166,194,  a  $295,756  decrease in inventory and
$73,550  decrease  in  other  assets,  all  offset  by  a  $98,540 provision for
depreciation  and  amortization,  a  $462,955  decrease  in accounts payable and
accrued  expenses.

CASH  FLOWS FROM INVESTING - Net cash used by the Company's investing activities
of  $694,623 in the nine month period ended August 31, 2002 was primarily due to
an  unrealized  loss  in  subsidiary.

CASH  FLOWS  FROM  FINANCING  -  Net  cash  provided  by financing activities of
$397,111 in  the  nine month period ended August 31, 2002 funded $60,000 in debt
debenture,  $67,500  conversion  of unsecured debt to common stock, and $269,610
net  increase  in  notes  payable.

CAPITAL  EXPENDITURES

The  Company  had  no  capital expenditures in the three months ended August 30,
2002.

INFLATION

Management  believes  that  inflation  has  not  had  a  material  effect on the
Company's  results  of  operations.

EMPLOYMENT

As  of  August  31,  2002,  the  Company  had  2  employees.

                           PART II. OTHER INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS

The  Company  may  from  time  to  time be involved in various claims, lawsuits,
disputes with third parties, actions involving allegations of discrimination, or
breach  of  contract actions incidental to the operation of its business. Except
for the matters listed below, the Company is not currently involved in any other
litigation  which  it  believes  could  have  a materially adverse effect on its
reported  financial  condition  or  results  of  operations.

-  Fred  Maidenberg,  Larchmont Property, LLC, Infonet of Nevada, Inc. v. Rubber
Technology  International,  Inc.  On March 12, 2002, plaintiffs filed a claim in
the  California  Superior  Court,  County  of  Los  Angeles  against the Company
alleging  claims  for  breach  of  contract,  specific  performance,  judicial
foreclosure,  breach of fiduciary duty, fraud, and injunctive relief. Plaintiffs
allege  that the Company failed to pay for services rendered and failed to repay
loans  granted  by  plaintiffs. Plaintiffs' complaint seeks $350,000 in damages.
Although  the  Company strongly denies the claims and plans to vigorously defend
its  position,  it  cannot  guarantee that a favorable outcome will be obtained.

                     RECENT SALES OF UNREGISTERED SECURITIES

In  March  2001,  the  Company entered into a Securities Purchase Agreement with
fourteen  accredited  investors  pursuant  to  which it agreed to issue $514,000
aggregate  amount of convertible debentures. The debentures bear 5% interest per
annum  upon  maturity  two  years from the issue date and are convertible at the
option  of  the holder into shares of the Company's common stock at a conversion
price  equal  to either (i) One hundred and twenty percent (120%) of the closing
bid  price  of the common stock on March 1, 2001 or (ii) eighty percent (80%) of
the  average  five  (5) closing bid prices of the Company's common stock for the
ten  (10)  trading  days  prior to the date of conversion. On March 6, 2002, the
Company  issued an aggregate of 4,128,287 shares of common stock to three of the
investors  upon  conversion  of  an aggregate of $60,000 of the Debenture at the
rate  of  $0.0152  per  share.  The  issuance  of  the Debentures and the shares
underlying  them  was  a  private  transaction  without  general solicitation or
advertisement  to  accredited  investors pursuant to Rule 506 of Regulation D of
the  Securities  Act  of  1933.

ITEM  3.  DEFAULTS  UPON  SENIOR  SECURITIES

None

ITEM  4.  SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

None

ITEM  5.  OTHER  INFORMATION

None

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)  Exhibits

Exhibit 99.1 Certification of Officers

(b)  Reports  on  Form  8-K

On  May  7,  2002,  the Company filed a Current Report on Form 8-K regarding the
finalization  of  the lease of its Los Angeles, California production facilities
to  Recovery  Technologies  Group,  Inc.,  a  Delaware  corporation

On October  29, 2002 the Company filed a  Form  8-K  relating to the resignation
of John P. Semmens as the Company's accountant.

                                   SIGNATURES

Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934. The
registrant  has  duly  caused  this  Report  to  be  signed on its behalf by the
undersigned,  thereunto  duly  authorized.

                      RUBBER TECHNOLOGY INTERNATIONAL, INC.



By  /s/  Trevor  Webb
-----------------------------
Trevor  Webb
President  &  Chief  Financial  Officer


By  /s/  Tom  Reichman
-----------------------------
Tom  Reichman
Chief  Operating  Officer


Dated:  November  15,  2002