SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-QSB


[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                  SECURITIES EXCHANGE ACT OF 1934

               FOR THE QUARTERLY PERIOD ENDED: March 31, 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 1-15497

                             RecycleNet Corporation
                             ----------------------
              (Exact name of small business issuer in its charter)

             Utah                                     87-0301924
  ------------------------------           ------------------------------
 (State or other jurisdiction of          (IRS Employer Identification No.)
 incorporation or organization)

                   7 Darren Place, Guelph, ON N1H 6J2, CANADA
                   ------------------------------------------
          (Address of principal executive offices, including Zip Code)

                                  519-767-2913
                                  ------------
                        (Registrant's telephone number,)

Check whether the issuer (1) filed all reports required to be filed by Sections
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 [ ]

The number of common shares outstanding at March 31, 2002: 72,305,692
The number of class N shares outstanding at March 31, 2002: 66,291,781


                                        1


                     RECYCLENET CORPORATION AND SUBSIDIARIES
                                   FORM 10-QSB
                          QUARTER ENDED MARCH 31, 2002

                                TABLE OF CONTENTS

                                                          Page
PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

 Condensed Consolidated Balance Sheets - March 31, 2002
  and December 31, 2001 (Unaudited)                        3

 Condensed Consolidated Statements of Operations for
  the Three Months Ended March 31, 2002 and 2001
  (Unaudited)                                              4

 Condensed Consolidated Statements of Cash Flows for
  the Three Months Ended March 31, 2002 and 2001
  (Unaudited)                                              5

 Notes to Condensed Consolidated Financial Statements      6

Item 2. Management's Discussion and Analysis of Financial
         Condition and Results of Operation                10

Item 3. Quantitive and Qualitative Disclosures About
         Market Risk                                       8

Signatures                                                 11


                                2


                         PART I - FINANCIAL INFORMATION

ITEM 1.   FINANCIAL STATEMENTS

                     RECYCLENET CORPORATION AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (UNAUDITED)

                                                   March 31,  December 31,
                                                     2002        2001
                                                   ----------  ----------

                                     ASSETS
Current Assets
  Cash                                             $  181,025  $  190,245
  Trade accounts receivable, net of $5,313
   and $8,635 allowance for bad debt,
   respectively                                        31,348      17,650
  Inventory                                            61,452      61,452
                                                   ----------  ----------
      Total Current Assets                            273,825     269,347
                                                   ----------  ----------

Computer Equipment                                     21,372      21,372
   Less accumulated depreciation                      (19,648)    (17,665)
                                                   ----------  ----------
      Net Computer Equipment                            1,724       3,707
                                                   ----------  ----------
Advances to related party                              17,500      17,500
                                                   ----------  ----------
Total Assets                                       $  293,049  $  290,554
                                                   ==========  ==========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
   Accrued liabilities                             $   21,816  $   18,584
   Deferred revenue                                    70,442      79,829
                                                   ----------  ----------
      Total Current Liabilities                        92,258      98,413
                                                   ----------  ----------

Stockholders' Equity
   Class N convertible shares (and Class X
    shares of Amalco) - $0.01 par value;
    70,896,789 shares authorized; 66,291,781
    shares shares issued and outstanding,             662,918     662,918
   Common shares - $0.01 par value;
    79,103,211 shares authorized; 72,305,692
    shares issued and outstanding                     723,057     723,057
   Additional paid-in deficit                         (21,435)    (21,435)
   Accumulated deficit                             (1,163,749) (1,172,399)
                                                   ----------  ----------

      Total Stockholders' Equity                      200,791     192,141
                                                   ----------  ----------

Total Liabilities and Stockholders' Equity         $  293,049  $  290,554
                                                   ==========  ==========

See the accompanying notes to condensed consolidated financial statements.

                                3


                     RECYCLENET CORPORATION AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS  OF OPERATIONS
                                   (Unaudited)



                                                   For the Three Months
                                                      Ended March 31,
                                                   ----------------------
                                                      2002       2001
                                                   ----------  ----------

Sales                                              $  244,588  $  390,741
Cost of Sales                                         121,812     194,016
                                                   ----------  ----------

Gross Profit                                          122,776     196,725
                                                   ----------  ----------

Operating Expenses
   General and administrative expenses                113,719     145,861
   Exchange loss                                          407       5,879
                                                   ----------  ----------

Total Operating Expenses                              114,126     151,740
                                                   ----------  ----------

Net Income                                         $    8,650  $   44,985
                                                   ==========  ==========
Basic Income Per Common Share                      $        -  $        -
                                                   ==========  ==========
Diluted Income Per Common Share                    $        -  $        -
                                                   ==========  ==========


See the accompanying notes to condensed consolidated financial statements.

                                 4



                     RECYCLENET CORPORATION AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS  OF CASH FLOWS
                                   (Unaudited)

                                                    For the Three Months
                                                       Ended March 31,
                                                   ----------------------
                                                      2002       2001
                                                   ----------  ----------

Cash Flows From Operating Activities
  Net income                                       $    8,650  $   44,985
  Adjustments to reconcile net loss to
   net cash used by operating activities:
     Depreciation                                       1,983       2,072
     Exchange loss (gain)                                 407       5,879
  Changes in assets and liabilities:
     Accounts receivable                              (13,698)      5,068
     Advances to related party                              -
     Accounts payable                                       -      (1,569)
     Accrued liabilities                                3,232        (380)
     Deferred revenue                                  (9,387)    (10,181)
                                                   ----------  ----------

     Net Cash Provided By (Used in)
      Operating Activities                             (8,813)     45,874
                                                   ----------  ----------

Cash Flows From Investing Activities
  Cash from acquisition of fiberglass.com, inc.             -       2,059
                                                   ----------  ----------

     Net Cash Provided by Investing Activities              -       2,059
                                                   ----------  ----------

Cash Flows From Financing Activities
  Collection of receivable from shareholders
   acquired from fiberglass.com,inc.                        -     104,767
                                                   ----------  ----------

     Net Cash Provided by Financing Activities              -     104,767
                                                   ----------  ----------

Effect of Exchange Rate Changes on Cash                  (407)     (5,879)
                                                   ----------  ----------

Increase (Decrease) in Cash                            (9,220)    146,821

Cash at Beginning of Period                           190,245     117,505
                                                   ----------  ----------

Cash at End of Period                              $  181,025  $  264,326
                                                   ==========  ==========


See the accompanying notes to condensed consolidated financial statements.

                                5


                     RECYCLENET CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

NOTE 1-ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation - The accompanying condensed financial statements have
been prepared by RecycleNet Corporation and are unaudited. In the opinion of
management, the accompanying unaudited financial statements contain all
adjustments (consisting of only normal recurring adjustments) necessary for fair
presentation in accordance with accounting principles generally accepted in the
United States of America.

The accompanying unaudited interim financial statements have been condensed
pursuant to the rules and regulations of the Securities and Exchange Commission;
therefore, certain information and disclosures generally included in financial
statements have been condensed or omitted. These financial statements should be
read in conjunction with the Company's annual financial statements included in
the Company's annual report on Form 10-KSB as of December 31, 2001. The
financial position and results of operations of the interim periods presented
are not necessarily indicative of the results to be expected for the year ended
December 31, 2002.

NOTE 2-BASIC AND DILUTED INCOME PER COMMON SHARE

Basic income per common share is calculated by dividing net income by the
weighted-average number of common shares outstanding. Diluted income per common
share is calculated by dividing net income by the weighted-average number of
Class N (and Class X) shares and common shares outstanding to give effect to
potentially issuable common shares except during loss periods when those
potentially issuable shares are anti-dilutive.

The following data shows the amounts used in computing basic and diluted income
per share for the three months ended March 31, 2002 and 2001:

                                                For the Three Months Ended
                                                         March 31
                                                  ------------------------
                                                      2002        2001
                                                  -----------  -----------

  Net income                                      $     8,650  $    44,985
                                                  ===========  ===========
  Weighted-average number of common
    shares used in basic income per
    common share calculation                       72,305,692   71,555,121

  Incremental potentially issuable common
    shares from assumed conversion of Class
    N common shares                                66,291,781   66,320,114
                                                  -----------  -----------

  Weighted-average number of common
    shares and dilutive potential common
    shares used in diluted income per
    common share calculation                      138,597,473  137,875,235
                                                  ===========  ===========

  Basic Income Per Common Share                   $         -  $         -
                                                  ===========  ===========
  Diluted Income Per Common Share                 $         -  $         -
                                                  ===========  ===========


                                6



NOTE 3-SEGMENT INFORMATION

The Company has operations in two segments of its Internet business, namely:
Internet Portal Services and  Sales of Equipment.  Information regarding the
operations and assets of these reportable business segments follows:

                                             Portal    Equipment
                                            Services     Sales       Total
                                           ----------  ----------  ----------
For the Three Months Ended March 31, 2002
   Sales                                   $  123,724  $  120,864  $  244,588
   Net income (loss)                            9,034        (384)      8,650
   Assets                                     205,923      87,126     293,049

For the Three Months Ended March 31, 2001
   Sales                                   $  196,504  $  194,237  $  390,741
   Net income (loss)                           45,315        (330)     44,985
   Assets                                     358,685           -     358,685

NOTE 4-SUBSEQUENT EVENTS

On April 2, 2002, the Company acquired the assets of Global Recycling Network,
Inc. (GRN), an unrelated third-party for $16,500 in cash. The assets of GRN
included the domain names of grn.com and recyclenet.com and all rights to the
name "Global Recycling Network", including all attendant intellectual property
rights. The assets acquired are for the website of GRN, which does not have
an estimated future value; therefore, the entire purchase price will be
expensed at the date of acquisition.



                                7


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATION

Cautionary Statement Regarding Forward-Looking Statements

Certain  statements contained in this Section and elsewhere in this Form  10-QSB
regarding  matters that are not historical facts are forward-looking  statements
(as  such  term  is defined in the Private Securities Litigation Reform  Act  of
1995).  Because such forward-looking statements include risks and uncertainties,
actual  results  may differ materially from those expressed or implied  by  such
forward-looking  statements. All statements that address operating  performance,
events  or developments that management expects or anticipates to occur  in  the
future, including statements relating to sales and earnings growth or statements
expressing  general optimism about future operating results, are forward-looking
statements.  The  forward-looking statements are based on  management's  current
views  and  assumptions regarding future events and operating performance.  Many
factors could cause actual results to differ materially from estimates contained
in management's forward-looking statements.  The differences may be caused by  a
variety  of  factors, including but not limited to adverse economic  conditions,
competitive pressures, inadequate capital, unexpected costs, lower revenues, net
income  and   forecasts, the possibility of fluctuation and  volatility  of  our
operating  results   and financial condition, inability to carry  out  marketing
and  sales plans and loss of key executives, among other things.

Overview

The following discussion of the financial condition and results of operations of
the  Company  should  be read in conjunction with the financial  statements and
notes related thereto, included elsewhere in this report.

RecycleNet  Corporation  provides "Global Access to  Recycling  Markets"  (GARM)
through  Internet portals that facilitate e-commerce trading. The Company's  web
sites are described in "Description of Business" above.

Results of Operations

RecycleNet  Corporation  (an Ontario Private Corporation)  was  incorporated on
December 22, 1997 and purchased the ongoing business proprietorship of Mr.  Paul
Roszel. The Company operated its business activities and continued to expand its
operations throughout the following period.

Throughout  the reporting periods shown hereafter, common stock was  issued  for
various  items  (ie. business & start-up costs; merger costs; professional  fees
and  marketing expenses). United States generally accepted accounting principles
require  that  we value these shares at reasonable current values  when  issued.
Consequently,  the  paid-in-capital  of  the  Company  recorded  as  received  a
substantial  paid-in  capital  and  the consolidated  statement  of  Accumulated
Deficit recorded a correspondingly large deficit.

Sales Revenues

                                 Jan 1 to Mar 31, 2002   Jan 1 to Mar 31, 2001

         Sales Revenues USD           $ 244,600                $ 390,700

Sales  revenues recorded for the three months ended March 31, 2002  of  $244,600
have  decreased  $146,100  from $390,700 during  the  similar  period  of  2001.
Revenues  from our web site services of $123,700 were $72,800 below the $196,500
recorded  in 2001.Revenues in January and February of 2002 remained  weak  while
March  showed  improvement of our business revenues returning to  pre  September
2001 levels.

  In  March of 2001, RecycleNet sold a license to use our Rhodium WebWeaver  ASP
business  package.  The license fee was for $35,000 US, a one time fee  and  was
taken  into income as $35,000. The licensee pays a monthly hosting fee  of  $750
US.

Sales  at  Andela  Products Ltd. of $120,900 were also lower than  the  $194,200
recorded  in  2001. Opportunities to quote on new business and general  business
activities  at Andela were lower than the same period of 2001. During  March  of
2002,  general business inquiries and our level of business activities  improved


                                8


considerably over the January and February period. This hopefully is  reflective
of the improving North American economy and  we hope this business activity will
continue into the future.

Gross Profit

                                 Jan 1 to Mar 31, 2002   Jan 1 to Mar 31, 2001

         Gross Profit USD             $ 122,800                 $ 196,700

Gross  Profit  of $122,800 in the first quarter of 2002 was substantially  lower
than  the  $196,700 recorded in the similar period of 2001.  Gross Profit  is  a
direct  result  of  our  revenue associated with our web  site  activities.   In
regards  to  the Rhodium WebWeaver license sold in 2001, there are  no  Cost  of
Sales  expense and the $35,000US sale contributed directly to a $35,000 increase
in gross profit in 2001. Our gross profit related to the Andela business has not
matured and this business as yet, is not contributing to our gross profit.

Operating Expenses

                                 Jan 1 to Mar 31, 2002   Jan 1 to Mar 31, 2001

         General and Administrative
         Expenses USD                 $ 113,700                 $ 145,900

General  and Administrative Expenses decreased to $113,700 in 2002 from $145,900
in  the first quarter of 2001, a reduction of $32,200. This is the direct result
of  management's cost reductions implemented in November of 2001  to  match  our
expense  levels  more closely to our declining sales revenues experienced  after
September 2001.

In  comparison to the 2001quarter, sales commission expense in 2002 increased by
$4,800  as  one of our salaried sales personnel was converted to straight  sales
commission  earnings.  However, reductions in expenses  more  than  offset  this
increase,  such as salary and wages expense $8,700, office and postage  expenses
of  $7,500,  travel  expenses of $3,600, advertising of  $4,600  and  bad  debts
expense by $ 9,100.

Net Income

                                 Jan 1 to Mar 31, 2002   Jan 1 to Mar 31, 2001

         Net Income                   $ 8,700                   $ 45,000

Net  income  of  $8,700 reported in the first quarter of 2002 was a  significant
reduction  from the $45,000 profit recorded in the similar period  of  2001.  In
March  2001,  RecycleNet's  licence  fee sale  of  the  Rhodium  Webweaver  less
commissions and royalties amounted to $25,500 of the net profit during the first
quarter  of  2001,  leaving  $19,500 profit from on-going operations.  Comparing
this  $19,500 profit in 2001 to the comparable first quarter profit in  2002  of
$8,700 still results in a profit erosion of $10,800.

  This  is  accounted for by the erosion of gross profit of $48,400 from  2001,a
direct  result  of  lower sales volume, a savings in general and  administrative
expenses implemented by management of $32,100, leaving the company with a profit
erosion of $16,400 before foreign exchange adjustment. Foreign exchange loss  in
2002  was  $5,500 less that that recorded in 2001 accounting for  the  remaining
$10,800 profit difference.

Liquidity and Capital Resources

The Company's cash position recorded at March 31, 2002 of $181,100 has decreased
slightly  by  $9,100 from the December 31, 2001 cash position of $190,200. Cash
generated from operations including depreciation amounted to $10,600 while cash
used to fund the operations of the company consumed $19,800.

In  January of 2001 RecycleNet Corporation purchased Fiberglass.com, inc by the
issuance  of  common  shares  capturing the cash balance  of  $106,800  in this
acquisition. Cash generated from operations in the first quarter  of  2001  of
$45,900  was a result of higher sales activities in 2001 including the  sale of
the Rhodium Web Weaver.


                                9

The  Company's  financial  position  since  December  31,2001  has  not  changed
significantly  and the management of the Company has adjusted the operations  to
provide  positive cash flows from operating activities. Management will continue
to   focus  on  improving  this  operating  performance  and  also  to  look  at
opportunities  to  invest our cash, either internally or externally  to  improve
shareholder value.

Deferred Revenue

Deferred  revenue  results from RecycleNet customers who pay for  their  service
purchases  in  advance,  such as quarterly, half year, or  annually.  RecycleNet
records  the  initial payment in deferred revenue and then  recognizes  in  each
subsequent month that proportion which is provided in services. As at March  31,
2002,  deferred revenue of $70,400 decreased $9,400 over the December  31,  2001
balance  of  $79,800.  Although sales revenues have decreased in the quarter  we
still maintained our tightened credit policies implemented in the second quarter
of  2001  resulting in some customers being suspended from our  sites  for  non-
payment.  This policy also resulted in a savings in bad debts expense of  $9,100
compared to the same quarter of 2001.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Competition  for Internet products and services, advertising and  e-commerce  is
intense.   The  Company  expects that competition will  continue  to  intensify.
Barriers  to entry are minimal, and competitors can launch new Web  sites  at  a
relatively   low   cost.    It   competes  for   a   share   of   a   customer's
advertising/promotional  budget with online services  and  traditional  off-line
media, such as print and trade associations.

Competitors  may develop Internet products or services that are superior to or
have greater market acceptance than the Company's solutions.  If it is unable to
compete  successfully  against  its competitors, business  condition, financial
condition, and operating results will be adversely affected.

Many  of  the  Company's  competitors have much greater  brand  recognition  and
greater  financial,  marketing and other resources.  This  may  place  it  at  a
disadvantage in responding to its competitors' pricing strategies, technological
advances, advertising campaigns, strategic partnerships and other initiatives.


                                10

                            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.


                                  RecycleNet Corporation


May 2, 2002                        /s/ Paul Roszel
                                  ------------------------------
                                  Paul Roszel, President and Chairman of the
                                  Board of Directors


May 2, 2002                         /s/ Richard Ivanovick
                                  -------------------------------
                                  Richard Ivanovick, C.A., Chief Financial
                                  and Accounting Officer



                                11