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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION  
Washington, DC 20549

FORM 10QSB

|[ x ] | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities  Exchange Act of 1934
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2002
|----- | ------------------------------------------------------------------------------------------------------------------------------------------
|      | OR                                                                                                                                        
|[   ] | Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934                                                  
|      | For the transition period from to                                                                                                         

COMMISSION FILE NUMBER 000-30995

REGMA BIO TECHNOLOGIES LIMITED
(Exact name of registrant as specified in its charter)



|Nevada                                                         | 98-0232244                          
|-------------------------------------------------------------- | ------------------------------------
|(State of other jurisdiction
of incorporation or organization) | (IRS Employer Identification
Number)

217 Plaza,  535 Kings Road
London, England
United Kingdom SW10 0SZ 
(Address of principal executive offices)

011 44 20 7351 0005
(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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.

Yes [ x ]   No [   ]

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as ofSeptember 30, 2002:     30,150,000



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



---

PART I - FINANCIAL STATEMENTS

REGMA BIO TECHNOLOGIES LIMITED (A Development Stage Company)

Consolidated balance sheets

|                         | September 30,
2002
(unaudited)                                                             | December 31,
2001
(audited)
|------------------------ | ------------------------------------------------------------------------------------------ | ---------------------------
|ASSETS                   |                                                                                            |                            
|                         |                                                                                            |                            
|Current assets           |                                                                                            |                            
|                         | Cash and cash equivalents                                                                  | $                          
|                         | Research and development tax credit receivable                                             |                            
|                         | Sales tax receivable                                                                       |                            
|                         | Other current assets                                                                       |                            
|Total current assets     |                                                                                            | 123,781                    
|                         |                                                                                            |                            
|Non current assets       |                                                                                            |                            
|                         | Tangible fixed assets, net of accumulated depreciation of $35,005 and $60,351 respectively |                            
|                         | Intangible assets                                                                          |                            
|                         |                                                                                            |                            
|Total non current assets |                                                                                            | 195,848                    
|                         |                                                                                            |                            
|TOTAL ASSETS             | $                                                                                          | 319,629                    



See accompanying notes to the financial statements.
F-1

- 2 -

---

REGMA BIO TECHNOLOGIES LIMITED (A Development Stage Company)

Consolidated balance sheets (continued)

|                                            | September 30,
2002
(unaudited)                                                                         | December 31,
2001
(audited)
|------------------------------------------- | ------------------------------------------------------------------------------------------------------ | ---------------------------
|                                            |                                                                                                        |                            
|LIABILITIES AND STOCKHOLDERS' DEFICIT       |                                                                                                        |                            
|Current liabilities                         |                                                                                                        |                            
|                                            | Accounts payable                                                                                       | $                          
|                                            | Loans payable to related parties                                                                       |                            
|                                            | Loans payable to third parties                                                                         |                            
|                                            | Convertible debt - related party                                                                       |                            
|Other current liabilities                   |                                                                                                        | 4,396                      
|Total current liabilities                   |                                                                                                        | 908,758                    
|                                            |                                                                                                        |                            
|Stockholders' deficit                       |                                                                                                        |                            
|                                            | Common stock $0.001 par value, 200,000,000 shares authorized; 30,150,000 shares issued and outstanding |                            
|                                            | Additional Paid in Capital                                                                             |                            
|                                            | Accumulated other comprehensive (loss)/income                                                          |                            
|                                            | Deficit accumulated in the development stage                                                           |                            
|                                            |                                                                                                        |                            
|Total stockholders' deficit                 |                                                                                                        | (589,129)                  
|                                            |                                                                                                        |                            
|TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $                                                                                                      | 319,629                    



See accompanying summary notes to the financial statements.
F-2

- 3 -

---

REGMA BIO TECHNOLOGIES LIMITED (A Development Stage Company)

Consolidated statements of operations

|                                                                               | Three
Months
Ended
September 30, 2002
(unaudited ) | Three
Months
Ended
September 30, 2001
(unaudited) | Nine
Months
Ended
September 30, 2002
(unaudited) | Nine
Months
Ended
September 30, 2001
(unaudited) | Period from
January 14, 2000
(inception) to
September 30, 2002
(unaudited)
|------------------------------------------------------------------------------ | -------------------------------------------------- | ------------------------------------------------- | ------------------------------------------------ | ------------------------------------------------ | --------------------------------------------------------------------------
|                                                                               |                                                    |                                                   |                                                  |                                                  |                                                                           
|Revenue                                                                        | -                                                  | -                                                 | -                                                | -                                                | -                                                                         
|Operating costs                                                                | 261,778                                            | 55,485                                            | 795,170                                          | 495,474                                          | 1,966,252                                                                 
|Loss from operations                                                           | (261,778)                                          | (55,485)                                          | (795,170)                                        | (495,474)                                        | (1,966,252)                                                               
|Other income                                                                   | -                                                  | -                                                 | 523,252                                          | -                                                | 523,252                                                                   
|Interest (expense)/income                                                      | (300,000)                                          | 15,259                                            | (297,944)                                        | 43,357                                           | (247,194)                                                                 
|Net (loss) before income taxes                                                 | (561,778)                                          | (40,226)                                          | (569,862)                                        | (452,117)                                        | (1,690,194)                                                               
|Income taxes                                                                   | 2,941                                              | 8,967                                             | (108,175)                                        | 51,604                                           | 11,952                                                                    
|Net (loss)                                                                     | (558,837)                                          | (31,259)                                          | (678,037)                                        | (400,513)                                        | (1,678,242)                                                               
|Net (loss) per share                                                           | (.019)                                             | (.001)                                            | (.022)                                           | (.016)                                           |                                                                           
|Basic and diluted, Weighted average number of common shares outstanding, Basic | 30,150,000                                         | 25,000,000                                        | 30,150,000                                       | 25,000,000                                       |                                                                           



See accompanying notes to the financial statements
F-3

- 4 -

---

REGMA BIO TECHNOLOGIES LIMITED ( A Development Stage Company )

Consolidated statements of comprehensive (loss)

|                                        | ThreeMonths
Ended
September 30, 2002
(unaudited) | Three
Months
Ended
September 30, 2001
(unaudited) | Nine
Months
Ended
September 30, 2002
(unaudited) | Nine
Months
Ended
September 30, 2001
(unaudited) | Period from January 14, 2000
(inception) to September 30, 2002
(unaudited)
|--------------------------------------- | ------------------------------------------------ | ------------------------------------------------- | ------------------------------------------------ | ------------------------------------------------ | --------------------------------------------------------------------------
|Net (loss) after income taxes           | (558,837)                                        | (31,259)                                          | (678,037)                                        | (400,513)                                        | (1,678,242)                                                               
|Foreign currency translation adjustment | (12,830)                                         | (19,253)                                          | (36,711)                                         | (9,777)                                          | (36,273)                                                                  
|Comprehensive (loss)                    | (571,667)                                        | (50,512)                                          | (714,748)                                        | (410,290)                                        | (1,714,515)                                                               







See accompanying notes to the financial statements.
F-4

- 5 -

---

REGMA BIO TECHNOLOGIES LIMITED (A Development Stage Company)

Consolidated statements of cash flows

|                                                                             | Nine Months
Ended 
September 30, 2002
(unaudited) | Nine Months
Ended
September 30, 2001
(unaudited) | Period from 
January 14, 2000 
(inception) to
September 30, 2002
(unaudited)
|---------------------------------------------------------------------------- | ------------------------------------------------- | ------------------------------------------------ | ----------------------------------------------------------------------------
|Cash flows from operating activities                                         |                                                   |                                                  |                                                                             
|                                                                             | Net (loss)                                        | $                                                | (678,037)                                                                   
|Adjustments to reconcile net (loss) to net cash used in operating activities |                                                   |                                                  |                                                                             
|                                                                             | Gain on extinguishment of debt                    |                                                  | (523,252)                                                                   
|                                                                             | Fair value of consultants' stock options          |                                                  | 6,157                                                                       
|                                                                             | Amortization of debt discount                     |                                                  | 300,000                                                                     
|                                                                             | Depreciation                                      |                                                  | 49,007                                                                      
|                                                                             | Changes in assets and liabilities:                |                                                  |                                                                             
|                                                                             | Accounts payable and accrued liabilities          |                                                  | (55,025)                                                                    
|                                                                             | Other current assets                              |                                                  | 96,129                                                                      
|Net cash used in operating activities                                        | $                                                 | (805,021)                                        | $                                                                           
|Cash flows from investing activities                                         |                                                   |                                                  |                                                                             
|                                                                             | Cash paid for tangible fixed assets               |                                                  | (13,933)                                                                    
|                                                                             | Cash paid for intangible assets                   |                                                  | (42,070)                                                                    
|Net cash used in investing activities                                        | $                                                 | (56,003)                                         | $                                                                           
|Cash flows from financing activities                                         |                                                   |                                                  |                                                                             
|                                                                             | Issuance of stock for cash                        |                                                  | -                                                                           
|                                                                             | Loan received from related party                  |                                                  | 525,817                                                                     
|                                                                             | Loan received from third party                    |                                                  | -                                                                           
|                                                                             | Loan repaid to related party                      |                                                  | -                                                                           
|                                                                             | Loan repaid to third party                        |                                                  | -                                                                           
|Net cash provided by financing activities                                    | $                                                 | 525,817                                          | $                                                                           
|Effect of foreign currency exchange rate changes on cash                     |                                                   | (28,235)                                         |                                                                             
|Net change in cash and cash equivalents                                      |                                                   | (363,442)                                        |                                                                             
|Cash and cash equivalents at beginning of period                             |                                                   | 426,847                                          |                                                                             
|Cash and cash equivalents at end of period                                   | $                                                 | 63,405                                           | $                                                                           
|Supplemental disclosures of cash flow information                            |                                                   |                                                  |                                                                             
|Cash received during the period for:                                         |                                                   |                                                  |                                                                             
|                                                                             | Interest                                          |                                                  | 2,056                                                                       
|                                                                             | Research and development tax credit               | $                                                | 26,217                                                                      



See accompanying notes to the financial statements.
F-5

- 6 -

---

REGMA BIO TECHNOLOGIES LIMITED (A Development Stage Company)
Notes to the financial statements



1   The Company

Regma Bio Technologies Limited ("Regma") was incorporated under the laws of England and Wales on January 14, 2000 and commenced operations in the UK in May 2000.

On November 2, 2001, Regma entered into an acquisition agreement ("the Agreement") with L.C.M. Equity, Inc. ("L.C.M.").  It was agreed that L.C.M. would issue to the owner of Regma 25,000,000 shares of common stock of LCM in exchange for 100% of the registered and fully paid up capital of Regma. L.C.M. owned 100% of the share capital of a subsidiary Company, Uscribble.com Writing, Inc.  ("Uscribble").  As part of the Agreement, L.C.M. disposed of its interest in Uscribble for no consideration to Ms. Zampano, the founder of Uscribble.  At the same time, the intercompany debt due to L.C.M. from Uscribble was written off in the books of L.C.M., effectively leaving it as a shell company. The closing date of the Agreement was November 5, 2001 and resulted in the former owner of Regma holding a majority interest in the combined entity.

The acquisition has been accounted for as a reverse acquisition of L.C.M. by Regma.  As a result, the historical financial statements of Regma prior to the acquisition have become the financial statements of the registrant, being L.C.M.  All shares and per share data prior to the acquisition have been restated to reflect the stock issuance as a recapitalization of Regma.The year end of the registrant was changed to December 31.

On February 1, 2002, L.C.M. Equity, Inc. changed its name to Regma Bio Technologies Limited. ("the Company"). From this date, both the parent company in the USA, and the UK subsidiary company were called Regma Bio Technologies Limited. On April 16, 2002, the UK subsidiary changed its name to THRIP Ltd. On May 7, 2002, THRIP Ltd. entered into creditors voluntary liquidation. Further details are provided in note 8 to this filing. The trade and non-liquid assets of THRIP Ltd. were transferred to Regma Bio Technologies Limited prior to the liquidation, in order that the trade of the group could be continued as normal and without interruption.

The Company has been in the development stage since it commenced operations.  It is primarily engaged in scientific research and development in the field of biotechnology. Regma was formed to expedite the development of new bacteriophage and other pharmaceutical products for the treatment of tuberculosis (TB), anthrax and other infectious diseases. The Company will develop platform technologies, apply these technologies to commercial target pathogens, and license the resulting products to pharmaceutical companies.



2   Significant accounting policies

The accompanying financial data as of September 30, 2002 and for the three and nine months ended September 30, 2002 and 2001 and for the period from January 14, 2000 (inception) to September 30, 2002 has been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission.  Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations.  However, the Company believes that the



F-6

- 7 -

---

disclosures are adequate to make the information presented not misleading.  These financial statements should be read in conjunction with the financial statements and the notes thereto included in the Company's audited annual financial statements for the year ended December 31, 2001.

In the opinion of Management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows as of September 30, 2002 and for the three and nine months ended September 30, 2002 and 2001 and for the period from January 14, 2000 (inception) to September 30, 2002, have been made. The results of operations for the three and nine months ended September 30, 2002 and 2001 are not necessarily indicative of the operating results for the full year.

(a)     Intangible fixed assets

Intangible assets represent legal costs incurred in establishing patents.  These costs will be amortized over the useful life of the patent, as determined by Management, not to exceed the legal life, when the patents are issued.

(b)     Research and development

All research and development expenditure during the period has been generated internally and written off to the income statement.  Within operating costs are amounts relating to internal research and development, which can be analysed as follows:

|                                                                                                | Three
Months
Ended
September 30, 2002
(unaudited) | Three
Months
Ended
September 30, 2001
(unaudited) | Nine
Months
Ended
September 30, 2002
(unaudited) | Nine
Months
Ended
September 30, 2001
(unaudited) | Period from
January 14, 2000
(inception) to
September 30, 2002
(unaudited)
|----------------------------------------------------------------------------------------------- | ------------------------------------------------- | ------------------------------------------------- | ------------------------------------------------ | ------------------------------------------------ | --------------------------------------------------------------------------
|Rent
Payroll
Consultancy
Lab supplies & maintenance
Recruitment expenses
General
Research Books | 8,289
20,075
54,4506,549
-
5,901
-                | 13,513
45,117
66,16529,535
1,860
14,752
-         | 24,904
78,284
93,22823,413
90
19,652
36          | 17,229
135,847
87,67351,456
2,094
20,552
-       | 59,480
299,918
252,69999,695
9,880
41,670
18,083                          
|$                                                                                               | 95,264                                            | 170,942                                           | 239,607                                          | 314,851                                          | 781,425                                                                   

(c)     Functional currency and treatment of foreign currency translation

Due to the majority of the Company's operations being based in the United Kingdom, the British Pound has been selected as the Company's functional currency. In converting from the functional currency to the reporting currency, assets and liabilities of the Company are translated  into US dollars at the exchange rate  in effect at the year end. Income and expense items are translated at the average exchange rate for the period. The resulting translation adjustments are recorded within other comprehensive income.



F-7

- 8 -

---

Transactions in foreign currencies are recorded using the rate of exchange  ruling at the date of  the transaction.  Monetary  assets and liabilities denominated  in foreign currencies are translated using the rate of exchange ruling at the balance sheet date and the gains or losses on translation are included in the statements of operations.

(d)     Going Concern

The accompanying financial statements have been prepared assuming the Company will continue as a going concern.  As shown in the accompanying financial statements, the Company has generated no revenues since  inception.  The group recorded losses before income tax of $452,117 and $569,862 for the 9 month periods ended September 30, 2001 and September 30, 2002 respectively and has an accumulated deficit of $712,144 and $1,708,393 at these respective dates.  The Company is currently reliant on the financial support of Mr C Harlingten, the chairman and majority stockholder of the Company.  The continuation of the Company as a going concern depends on this continued financial support and the ability of the Company to raise additional capital in the future.  The Company, being a development stage enterprise, is currently undertaking research that will, if successful, mitigate these factors which raise substantial doubt about the Company's ability to continue as a going concern.  The financial statements do not include any adjustments that might be necessary in the event the Company cannot continue in existence.

Management are fully aware of the risks relating to 'going concern', as identified above, and  are continuing to actively search for new investors for the company.  On November 2, 2001, the Company entered into a reverse merger with L.C.M. Equity, Inc., a US shell Company quoted on the OTC Bulletin Board.  This step gave Regma access to the US markets as a means of raising additional funds.  Management view this as an important step towards addressing the going concern issues described above. Mr C Harlingten has stated that he has no current intention of withdrawing his financial support from the Company.

(e)     Recent accounting pronouncements

In April 2002, SFAS No. 145, "Rescission of FASB Statements No. 4, 44 and 64, Amendment of FASB Statement No. 13, and Technical Corrections" was issued. This statement provides guidance on the classification of gains and losses from the extinguishment of debt and on the accounting for certain specified lease transactions. The Company adopted the provisions of this standard effective April 1, 2002 and, accordingly, has recorded the gain from early extinguishment of debt as discussed in Note 8 to the financial statements as ordinary income.

In June 2002, the FASB issued SFAS No. 146, "Accounting for Costs Associated with Exit or Disposal Activities". SFAS No. 146 addresses significant issues regarding the recognition, measurement, and reporting of costs associated with exit and disposal activities, including restructuring activities. SFAS No. 146 also addresses recognition of certain costs related to terminating a contract that is not a capital lease, costs to consolidate facilities or relocate employees, and termination benefits provided to employees that are involuntarily terminated under the terms of a one-time benefit arrangement that is not an ongoing benefit arrangement or an individual deferred-compensation contract. SFAS No. 146 is effective for exit or disposal activities that are initiated after December 31, 2002. The impact on the Company's financial position or results of operations from adopting SFAS No. 146 has not been determined.





F-8

- 9 -

---





3   Research and development tax credit receivable

In the past, THRIP Ltd. has taken advantage of the research and development tax credit available under UK tax legislation to gain relief on qualifying current spending on research and development.  THRIP Ltd. had opted to receive this as a cash advance and qualified to receive $24 for every $100 spent on qualifying research.  At December 31, 2001, there were tax credits receivable of $121,402.

As a result of the liquidation of THRIP Ltd, (as disclosed in note 8 to these financial statements), the research and development tax credit receivable at December 31, 2001 was no longer considered collectible and has therefore been written off as tax expense in the statement of operations for the nine months to September 30, 2002.

Regma Bio Technologies Limited  operates its trade from a permanent base in the UK. As a result, Regma is able to claim a research and development tax credit. The tax credit receivable for the period from May 8, 2002 to September 30, 2002 is $8,341 and has been recognized in the income statement.



4   Related party transactions

Loans advanced by Mr.C Harlingten amounted to $819,230  as at the time of the liquidation of THRIP Ltd. These loans were treated as extinguishment of debt in the accounts of Regma on the liquidation of THRIP Ltd. (see note 8) and hence are recognized as additional paid in capital.

As at September 30, 2002, Mr C Harlingten had loaned $843,891 to the Company of which $525,817 has been received in cash, with the remainder in the form of assets, as the transfer of assets to Regma from THRIP Ltd. went via Mr C Harlingten. A portion of this loan ( $300,000) is in the form of a convertible debenture and is explained in more detail in note 12. The balance of the loan is interest free without any fixed repayment date.



5   Loans payable to third parties

As at December 31, 2001, $509,390 was owed by THRIP Ltd. to an unrelated third party. This formed part of the extinguishment of debt on liquidation of THRIP Ltd.



6   Contingent liabilities

The directors are of the opinion that there are no contingent liabilities in respect of the Company.



7   Consultancy agreements

During the year ended December 31, 2001, and subsequently, the Company has entered into a number of contracts with consultants which provide for payment in cash, stock and stock options.



F-9

- 10 -

---

In terms of direct payment by shares, the Company had entered into a contract to issue 250,000 shares on the achievement of two milestones.  The agreement expired in the period to June 30, 2002 by which time neither milestone had been achieved.

Under existing consultancy agreements, the Company has granted 810,000 stock options.  The grant date for these options was July 1, 2002.  All options have an exercise price of $1.01.  The options vest as follows:

100,000 options immediately exercisable at July 1, 2002
510,000 options exercisable on 31 December 2003
150,000 options exercisable on 31 October 2004
50,000 options exercisable on 30 June 2005

The Company has determined the fair value of the options issued based on a Black Scholes Model calculation.

The fair value of the options at September 30, 2002 is $24,300.  This is to be recognized over the vesting period of the options.  $6,157 has been expensed to the income statement for the quarter to September 30, 2002.



8   Liquidation of THRIP Ltd.

On May 7, 2002, THRIP Ltd, the 100% subsidiary undertaking of Regma Bio Technologies Limited, went into creditors voluntary liquidation (CVL) pursuant to the United Kingdom Insolvency Act 1986 after it was determined that the company would not have sufficient liquid assets to allow it to continue in operation. A liquidator was appointed and has taken possession of the assets and liabilities of THRIP Ltd. All contracts of employment with THRIP were terminated.

As a result of the placement into CVL, the appointed liquidator has the duty to sell or otherwise realize assets and liquidate or settle the liabilities of THRIP Ltd. The assets and liabilities were therefore outside the control of the Company with effect from May 7, 2002.

Prior to the liquidation, the trade and assets of THRIP Ltd. were transferred to Regma in order that the trade could be continued as normal and without interruption. No material assets remained within THRIP Ltd. at the date of liquidation . The balance outstanding on the loans from Mr C Harlingten and the third party investor to the Company, remained on the balance sheet of THRIP Ltd at the date of liquidation.  $819,230 of the debt recorded on THRIP's balance sheet as of the date of liquidation was payable to Mr C Harlingten. Due to his relationship with the Company as the principal stockholder, the forgiveness of this debt has been treated as contributed capital, in accordance with the provisions of Staff Accounting Bulletin Topic 5T.

The forgiveness of the remaining $523,252 of net liabilities has been accounted for as other income, in accordance with the provisions of FAS 145.



F-10

- 11 -

---

The amount recognised as other income was comprised of the following:

| | -     | reduction of current assets              | $       | (86,413)
| | ----- | ---------------------------------------- | ------- | --------
| | -     | extinguishment of bank overdrafts        |         | 22,869  
| | -     | extinguishment of trade payables         |         | 1,915   
| | -     | extinguishment of accrued expenses       |         | 73,111  
| | -     | extinguishment of loans to third parties |         | 511,770 
| | Total | $                                        | 523,252



9   Stock Options

On June 28, 2002 the Company granted 3,100,000 stock options to its employees at an option price of $1.01 per share. The ending market price for that day was also $1.01 per share. With one exception, these options will vest on a straight line basis with the optionees over a three year period on a quarterly basis. The exception is Mr C Harlingten whose 1,000,000 options are exercisable immediately.



10   Fixed Assets

The trade and assets of THRIP Ltd were transferred to Regma Bio Technologies Limited prior to the liquidation, in order that the trade of the group could be continued as normal and without interruption.

On the transfer of assets, the assets were recorded at amortized cost, being the transfer value, with no depreciation. The accumulated depreciation showing on the September 30, 2002 financial statements at $35,005 is therefore only for the period from the time of transfer to September 30, 2002.

During the quarter to September 30, 2002, the useful lives of the company's fixed assets were reduced from 4 years, to a period of 24 months from June 30, 2002. The depreciation charge for the 3 months to September 30, 2002 reflects this change.



11   Loss per Share calculation

The stock options were not included in the calculation of earnings per share because their affect would  be antidilutive. Total number of stock options granted is 3,910,000. There are an additional  1,200,000 shares that could be realized from the convertible loan ( see note 12) and 2 year warrants for a further 1,200,000 shares.



F-11

- 12 -

---



12   Convertible Loan

On July 23, 2002, the Company received additional financing from Mr C Harlingten in the amount of $300,000.  The form of financing is a convertible debenture whereby Mr C Harlingten has the option of calling the debt in the future with interest of 8% per annum, or converting the debt into shares of the Company at $0.25 per share (1,200,000 shares) with a 2 year warrant for the same number of shares exercisable at $0.35 per share.  The interest is to be payable in cash.  The issue of the convertible debenture creates a beneficial conversion feature to be accounted for in line with EITF 98-5 and EITF 00-27.

The 2 year warrant has been valued at fair value by the Company using the Black Scholes Model calculation and the following assumptions:

Risk-free interest rate -     3.84%
Expected volatility -             60%
Expected dividends -         $ Nil
Expected life -                 2 years

The fair value of the warrants is $144,000.

The total beneficial conversion feature has been valued at $408,000.  As this is greater than the value of the debt, the amount of debt discount has been restricted to the value of the debt, being $300,000.

As the debt can be recalled immediately by Mr C Harlingten, the full value of the debt discount has been expensed to the income statement, as interest, in the quarter to September 30, 2002.



F-12

- 13 -

---



ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

Regma Bio Technologies Limited ("Regma") is a biotechnology research and development company.  Regma was formed to expedite the development of new bacteriophage and other pharmaceutical products for the treatment of tuberculosis (TB), anthrax and other infectious diseases. Regma was formed to develop platform technologies, apply these technologies to commercial target pathogens, and license the resulting products to pharmaceutical companies.

Regma was founded in January 2000, under the laws of England and Wales, and subsequently completed a share exchange agreement with L.C.M. Equity Inc. ("L.C.M."), a Nevada Corporation, on November 2, 2001 to become a reporting company with the Securities and Exchange Commission.

L.C.M. Equity, Inc. was incorporated under the laws of the state of Nevada on January 12, 1999.  L.C.M. disposed of its remaining operations as a condition of, and prior to, the reverse merger between Regma and L.C.M. Equity Inc., on November 2, 2001.

The share exchange agreement has been accounted for as a reverse acquisition of L.C.M. by Regma.  As a result, the historical financial statements of Regma prior to the acquisition have become the financial statements of the registrant, being L.C.M.  All shares and per share date prior to the acquisition have been restated to reflect the stock issuance as a recapitalization of Regma.

On February 1, 2002, L.C.M changed its name to Regma Bio Technologies Limited ("the Company").  On April 16, 2002, Regma Bio Technologies Limited, as incorporated in England and Wales, and being the 100% subsidiary of Regma Bio Technologies Limited incorporated in Nevada, USA, changed its name to THRIP Ltd.

On May 7, 2002, THRIP Ltd, the 100% subsidiary undertaking of Regma Bio Technologies Limited, went into creditors voluntary liquidation.  The trade and assets of THRIP Ltd were transferred to Regma Bio Technologies Limited prior to the liquidation, in order that the trade of the group could be continued as normal and without interruption.  No material assets remained within THRIP Ltd at the date of liquidation other than an intercompany debtor from Regma of approximately $30,000. The balance outstanding on the loans from Mr C Harlingten and the third party investor to the Company, remained on the balance sheet of THRIP Ltd at the date of liquidation.

In the past the Company has taken advantage of the research and development tax credit available under UK tax legislation to gain relief on qualifying current spending on research and development.  The Company had opted to receive this as a cash advance and qualified to receive $24 for every $100 spent on qualifying research.  At December 31, 2001, there were tax credits receivable of $121,402.

As a result of the liquidation of THRIP Ltd, the 100% subsidiary of Regma Bio Technologies Limited, the research and development tax credit receivable at December 31, 2001 was no longer considered collectible and was therefore written off to the statement of operations, for the nine month period to September 30, 2002.  Regma Bio Technologies Limited  operates its trade from a permanent base in the UK. As a result, Regma is able to claim a research and development tax credit . The tax credit receivable for the period from May 8, 2002 to September 30, 2002 is $8,341 and has been recognized in the income statement.



- 14 -

---

The Company is considered to be in the development stage as defined by the  Statement of  Financial Accounting Standard No. 7. There have been no revenues from operations since inception of the Company.

The Company has inadequate cash to maintain operations during the next twelve months ending September 30, 2003.  For the three month period ended December 31, 2002, the Company anticipates that its minimum cash requirements to continue as a going concern will be $250,000.  This is to cover salaries of the employees of the Company, and all expenses necessary to complete the research and development work in which the Company is currently engaged.  In order to meet the foregoing cash requirements, the Company will have to sell securities to, or obtain a loan from, potential investors in the Company.  There is no assurance, however, that the Company will be able to sell any securities or obtain a loan.  The Company also intends to establish a collaborative relationship with either a pharmaceutical or biotechnological company which could result in the generation of royalty payments to the Company.  As of the date hereof, the Company has not initiated any discussions with or entered into agreements with any pharmaceutical or biotechnological companies.  In the event that the Company does not raise additional capital from any of the foregoing sources, it may have to cease or curtail operations.

The Company recorded a loss before income taxes of $452,117 and $569,862 loss for the nine months ending September 30, 2001 and September 30, 2002 respectively, and has an accumulated deficit of $712,144 and $1,708,393 at these respective dates.  The Company is currently reliant on the financial support of Mr C Harlingten, the chairman and majority stockholder of the Company. The ability of the Company to continue as a going concern depends on this continued financial support and on the ability of the Company to raise additional capital in the future. The Company, being a development stage enterprise, is currently undertaking research which will, if successful, mitigate these factors which raise substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustments that  might be necessary in the event that the Company cannot continue to exist.

As at September 30, 2002 loans were advanced to the Company by Mr C Harlingten to the amount of $843,891, net of amounts written off in the liquidation of THRIP Ltd. The loans are interest free without any fixed repayment date with the exception of a convertible loan to the amount of $300,000   (see note 12 to the financial statements). As of the date of this filing, Mr C Harlingten has stated that he has no current intention of withdrawing his financial support from the Company. Loans advanced by Mr Harlingten prior to May 7, 2002, formed part of the extinguishment of debt on the liquidation of THRIP Ltd.

A sum of  $576,040 was loaned to the Company in the year to December 31, 2001 by an unrelated third party, of which $72,005 was repaid during the year ended December 31, 2001 at the request of the investor. This third party loan was part of the extinguishment of debt on the liquidation of THRIP Ltd. ( see note 8 to the financial statements ).

The Company's research and development goal is to produce a range of novel treatments for infectious diseases. It is anticipated that the Company will have a range of new products at an advanced stage of development by the end of 2006.

The Company has no expected purchases or sales of significant equipment in the foreseeable future.



- 15 -

---

On September 30, 2002 the company had only four employees functioning as research scientists. Since the end of the period only one scientist has remained as an employee.  The services of the other scientists who were previously employed are only to be used on a contract basis. There are no contracts currently in existence for these former scientists.

Critical accounting policies

We have identified the policies below as critical to our business operations and the understanding of our results of operations. The impact and any associated risks related to these policies on our business operations is discussed throughout Management's Discussion and Analysis of Financial Condition and Results of Operations where such policies affect our reported and expected financial results. For a detailed discussion on the application of these and other accounting policies, see Note 2 in the Notes to the Consolidated Financial Statements in Item 7 of the Annual Report on Form 10-KSB as at December 31, 2001.  Note that our preparation of this Annual Report on Form 10-KSB and the Quarterly Report on Form 10-QSB requires us to make estimates and assumptions that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities at the date of our financial statements, and the reported amounts of revenue and expenses during the reporting period. There can be no assurance that actual results will not differ from those estimates.

(1)     Functional currency and treatment of foreign currency translation.

Due to the majority of the Company's operations being based in the United Kingdom, the British Pound has been selected as the Company's functional currency. In converting from the functional currency to the reporting currency, assets and liabilities of the Company are translated  into US dollars at the exchange rate  in effect at the year end. Income and expense items are translated at the average exchange rate for the year. The resulting translation adjustments are recorded within other comprehensive income.

Transactions in foreign currencies are recorded using the rate of exchange  ruling at the date of  the transaction.  Monetary  assets and liabilities denominated  in foreign currencies are translated using the rate of exchange ruling at the balance sheet date and the gains or losses on translation are included in the statements of operations.

2)     Research and development expenditure.

All research and development expenditure incurred has been generated internally and is written off to the income statement.

3)     Capitalization of intangible fixed assets.

Intangible assets represent legal costs incurred in establishing patents.  These costs are amortized over the useful life of the patent, as determined by management, not to exceed the legal life.

Contractual commitments

The company leases facilities under operating leases. The Company's commitments under the non-cancellable portion of all operating leases for the next five years and thereafter as of June 30, 2002 are as follows:

| |                          | $                        | 
| | ------------------------ | ------------------------ | 
| | 2002
2003
2004
2005
2006 | 71,000
56,885
25,000
-
- | 
| |                          | 152,885                  | 



- 16 -

---

During the year ended December 31, 2001, and subsequently, the Company has entered into a number of contracts with consultants which provide for payment in cash, stock and stock options.

In terms of direct payment by shares, the Company had entered into a contract to issue 250,000 shares on the achievement of two milestones.  The agreement expired in the period to June 30, 2002 by which time neither milestone had been achieved.

Under existing consultancy agreements, the Company has granted 810,000 stock options.  The grant date for these options was July 1, 2002.  All options have an exercise price of $1.01.

Recent accounting pronouncements

In April 2002, SFAS No. 145, "Rescission of FASB Statements No. 4, 44 and 64, Amendment of FASB Statement No. 13, and Technical Corrections" was issued. This statement provides guidance on the classification of gains and losses from the extinguishment of debt and on the accounting for certain specified lease transactions. The Company has adopted the provisions of this standard effective April 1, 2002 and, accordingly, has recorded the gain from early extinguishment of debt as discussed in Note 8 to the financial statements as ordinary income.

In June 2002, the FASB issued SFAS No. 146, "Accounting for Costs Associated with Exit or Disposal Activities" ("SFAS No. 146"). SFAS No. 146 addresses significant issues regarding the recognition, measurement, and reporting of costs associated with exit and disposal activities, including restructuring activities. SFAS No. 146 also addresses recognition of certain costs related to terminating a contract that is not a capital lease, costs to consolidate facilities or relocate employees, and termination benefits provided to employees that are involuntarily terminated under the terms of a one-time benefit arrangement that is not an ongoing benefit arrangement or an individual deferred-compensation contract. SFAS No. 146 is effective for exit or disposal activities that are initiated after December 31, 2002. Given that SFAS No. 146 was issued in June 2002 and is not yet effective, the impact on the Company's financial position or results of operations from adopting SFAS No. 146 has not been determined.

ITEM 3.     not applicable

ITEM 4. CONTROLS AND PROCEDURES

Based on their most recent evaluation, which was completed within 90 days of the filing of this Form 10-QSB, the Company's Chief Executive Officer and Chief Financial Officer believe the Company's disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) are effective to ensure that information required to be disclosed by the Company in this report is accumulated and communicated to the Company's management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. There were no significant changes in the Company's internal controls or other factors that could significantly affect these controls subsequent to the date of their evaluation and there were no corrective actions with regard to significant deficiencies and material weaknesses.



- 17 -

---

PART II - OTHER INFORMATION



ITEM 1. LEGAL PROCEEDINGS

The Company knows of no litigation present, threatened or contemplated or unsatisfied judgment against the Company, its officers or directors or any proceedings in which the Company, its officers or directors are a party.



ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

The rights of the holders of the Company's securities have not been modified nor have the rights evidenced by the securities been limited or qualified by the issuance or modification of any other class of securities.



ITEM 3. DEFAULTS UPON SENIOR SECURITIES

There are no senior securities issued by the Company.



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

There were no matters presented to the shareholders for vote during the three months ended June 30, 2002.



ITEM 5. OTHER INFORMATION -    None









- 18 -

---



SIGNATURES

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

Dated this 14th day of November, 2002.



| | REGMA BIO TECHNOLOGIES LIMITED 
the "Registrant"
| | ------------------------------------------------
| | BY:                                             
| | BY:                                             









- 19 -

---

CERTIFICATION PURSUANT TO 
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002



In connection with the Quarterly Report of  Regma Bio Technologies Limited ( the "Company" ) on Form 10-QSB for the period ending September  30, 2002 as filed with the Securities and Exchange Commission on the hereof ( the "Report" ), I , Dr. David D. Rooke, President, Chief Executive officer of the Company and a member of the Board of Directors, certify, pursuant to s.906 of the Sarbanes-Oxley Act of 2002, that:

(1)   The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)   the information contained in the Report fairly represents, the financial condition and result of operations of the Company.



/s/ Dr.David J. Rooke
Dr. David J. Rooke
Chief Executive Officer
November 14, 2002



CERTIFICATION PURSUANT TO 
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002



In connection with the Quarterly Report of  Regma Bio Technologies Limited ( the "Company" ) on Form 10-QSB for the period ending September  30, 2002 as filed with the Securities and Exchange Commission on the hereof ( the "Report" ), I , Graham R. Hughes, Chief Financial officer of the Company, certify, pursuant to s.906 of the Sarbanes-Oxley Act of 2002, that:

(1)   The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)   the information contained in the Report fairly represents, the financial condition and result of operations of the Company.



/s/ Graham R. Hughes
Graham R Hughes
Chief Financial Officer
November 14, 2002





- 20 -

---

REGMA BIO TECHNOLOGIES LTD.
CERTIFICATIONS PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

CERTIFICATION

I,  Dr. David J. Rooke, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of  Regma Bio Technologies Limited;

2.   Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3.   Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4.   The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a)   designed such disclosure controls and procedures to ensure that material information relating to the registrant is made known to us, particularly during the period in which this quarterly report is being prepared;

b)   evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this   quarterly report (the "Evaluation Date"); and

c)   presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.   The registrant's other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):

a)   all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

b)   any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6.   The registrant's other certifying officer and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date: November 14, 2002

/s/ David J. Rooke
Dr. David J. Rooke
Chief Executive Officer



- 21 -

---

REGMA BIO TECHNOLOGIES LTD.
CERTIFICATIONS PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

CERTIFICATION

I,  Graham R. Hughes, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of  Regma Bio Technologies Limited;

2.   Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;

3.   Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;

4.   The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

a)   designed such disclosure controls and procedures to ensure that material information relating to the registrant is made known to us, particularly during the period in which this quarterly report is being prepared;

b)   evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this quarterly report (the "Evaluation Date"); and

c)   presented in this quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;

5.   The registrant's other certifying officer and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent function):

a)   all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and

b)   any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and

6.   The registrant's other certifying officer and I have indicated in this quarterly report whether or not there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.

Date: November 14, 2002

/s/ Graham R. Hughes
Graham R. Hughes
Chief Financial Officer



- 22 -

---