SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549

                            FORM 10-QSB


(Mark One)
  [X] Quarterly report under Section 13 or 15(d) of the Securities
      Exchange Act of 1934 for the quarterly period ended June 30, 2003.

 [  ] Transition report under Section 13 or 15(d) of the Securities
      Exchange Act of 1934 for the transition period from
      to               .


                 Commission file number: 000-049635

                 TECHNOLOGY ACQUISITION CORPORATION
  (Exact name of small business issuer as specified in its charter)


                              Nevada
                (State or other jurisdiction of
                 incorporation or organization)
                           87-2099034
                         (I.R.S. Employer
                        Identification No.)



         509 N. Winnetka, Suite 207, Dallas, Texas 75208
        (Address of principal executive office)   (Postal Code)

                   2807 Allen Street, Suite 713
                      Dallas, Texas 75204
                  (Registrant's mailing address)

                       (214) 948-2990
       (Registrant's telephone number, including area code)


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

Yes  x                                No____


The number of outstanding shares of the issuer's common stock, $0.01
par value (the only class of voting stock), as of June 30, 2003
was 4,908,616.

Technology Acquisition Corporation, pursuant to Rule 12b-15 under the
Securities Exchange Act of 1934, is hereby filing Form 10-QSB/A,
Amendment No. 1, for the sole purpose of correcting typographical
errors contained in the stockholders' deficiency section of the
Balance Sheet.  There was no effect on previously reported total
stockholders' deficiency.
<PAGE>

TABLE OF CONTENTS......................................................2

INDEX

PART I    FINANCIAL INFORMATION

Item 1.  Financial Statements

Interim Balance Sheet..................................................3

Interim Statements of Operations.......................................4

Interim Statements of Cash Flows.......................................5

Notes to Interim Financial Statements..................................7

Item 2.  Management's Discussion and Analysis or Plan of Operation....11

Item 3.  Control and Procedures.......................................18

PART II   OTHER INFORMATION

Item 1. Legal Proceedings.............................................18

Item 2. Changes in Securities.........................................18

Item 3. Defaults Upon Senior Securities...............................18

Item 4. Submission of Matters to a Vote of Security Holders...........18

Item 5. Other Information.............................................18

Item 6. Exhibits......................................................19

Signatures............................................................20

2
<PAGE>

PART I - FINANCIAL INFORMATION

ITEM 1.	FINANCIAL STATEMENTS
As used herein, the term "Company" refers to Technology Acquisition
Corporation, a Nevada corporation, unless otherwise indicated.  In
the opinion of management, the accompanying unaudited financial
statements included in this Form 10-QSB reflect all adjustments
(consisting only of normal recurring accruals) necessary for a fair
presentation of the results of operations for the periods presented.
The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the full year.

TECHNOLOGY ACQUISITION CORP.
(A DEVELOPMENT STAGE COMPANY)
Interim Unaudited Balance Sheet
June 30, 2003

ASSETS
Current Assets
   Cash                                              $       59
Total Current Assets

Fixed assets, net                                         1,277

Total Assets                                         $    1,336


LIABILITIES AND STOCKHOLDERS' DEFICIENCY
Current Liabilities
 Accounts payable and accrued liabilities            $   26,944
 Accrued consulting fees and expenses - related party   122,476
 Loans from shareholders                                    500
Total Current Liabilities                            $  149,920


Stockholders' Deficiency
 Preferred Stock: $0.25 Par Value;
   Authorized Shares, 5,000,000, Issued and
   Outstanding, None                                          -
 Common Stock: $0.01 Par Value; Authorized
   Shares, 30,000,000; Issued and Outstanding,
   4,908,616                                             49,086
 Additional paid-in capital                           4,309,113
 Deficit Accumulated During the Development Stage (4,456,783)
                                                        (98,584)
 Less: Stock Subscription Receivable                    (50,000)

Total Stockholders' Deficiency                         (148,584)

Total Liabilities and Stockholders' Deficiency  $         1,336

See condensed notes to financial statements.
3
<PAGE>
<TABLE>
<CAPTION>
TECHNOLOGY ACQUISITION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
Interim Unaudited Statements of Operations
For the Three Months Ended June 30, 2003 and 2002,
and for the period from
Inception (June 21, 1972) to June 30, 2003
                                                                        Deficit
                                            Three Months  Three Months  Accumulated
                                            Ended         Ended         During the
                                            June 30,      June 30,      Development
                                            2003          2002          Stage
__________________________________________________________________________________
<S>                                        <C>             <C>        <C>
Revenues
  Product Sales                             $         -     $    -       $  21,935
  Management fees - related party                     -          -          34,524
                                            ______________________________________
Total Revenues                                        -          -          56,459

 General and
 administrative expenses                        (13,894)      (20,887)    (892,048)
                                            ______________________________________
Operating Loss                                  (13,894)      (20,887)    (835,589)

Other Expenses
 Realized losses on permanent declines in
 marketable equity securities                                     -     (1,574,100)
 Interest expense                                                 -       (359,826)
                                            ______________________________________
Total other expenses                                 -            -     (1,933,926)

Net loss before discontinued operations         (13,894)       (20,887) (2,769,515)

Provision for income taxes                           -            -             -

Discontinued operations (note 6)
 Operating loss                                                         (2,400,617)
 Gain on disposal of discontinued operations                               713,349
                                            ______________________________________
Loss from discontinued operations                                       (1,687,268)

Net loss available to common stockholders   $ (13,894)    $   (20,887) $(4,456,783)
                                            =======================================
Basic and diluted loss per share
 of common stock
   Continuing operations                    $   (0.003)    $    (0.004) $    (1.76)
   Discontinued operations                                                   (0.67)
                                            _______________________________________
Net loss                                    $   (0.003)    $    (0.004) $    (1.76)
Weighted average number of common shares
  outstanding                               4,885,539       5,771,115    2,529,670
</TABLE>
The accompanying notes are an integral part of these financial statements.

4
<PAGE>
<TABLE>
<CAPTION>

TECHNOLOGY ACQUISITION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
Interim Unaudited Statements of Cash Flows
For the Three Months Ended June 30, 2003 and 2002, and for the period from
Inception (June 21, 1972) to June 30, 2003

                                                                        Deficit
                                     Three Months     Three Months      Accumulated
                                     Ended            Ended             During the
                                     June 30          June 30,          Development
                                     2003             2002              Stage
______________________________________________________________________________________
<S>                                  <C>              <C>               <C>

Cash flows from operating
   activities
Net loss                             $   (13,894)     $    (20,887)     $ (4,456,783)
Adjustments to reconcile net
  loss to net cash used in
    operating activities
  Depreciation                                74                 -               197
  Common stock issued for services             -                 -           257,500
  Common stock issued for licensing
    agreement                                  -                 -            10,000
  Transfer of asset for
    past services rendered                     -                 -            14,595
  Notes payable incurred for
    services rendered                          -                 -           220,000
  Realized losses on marketable
    securities                                 -                 -         1,574,100
Changes in Assets and Liabilities
  Increase (decrease) in accounts
    payable and accrued liabilities        1,565            (1,553)           26,945
  Increase (decrease) in accrued
    expenses and consulting fees
    (related party)                       10,649                 -           122,476
Net noncash activities related to
  discontinued operations                      -                 -           831,652
                                    _________________________________________________
Total adjustments                         12,288            (1,553)        3,057,465
Net cash used in operating
  activities                              (1,606)          (22,440)       (1,399,318)

Cash flows from investing activites
  Capital expenditures                         -                 -            (1,474)
                                    _________________________________________________
Net cash flows used in investing
   activities                                                                 (1,474)

Cash flows from financing
  activities
  Checks issued in excess of cash              -               (94)                -
  Proceeds from the sale of common
     stock                                     -                 -           202,226
  Loans from shareholders                    500            23,000            88,805
  Repayments to shareholders                   -                 -           (27,000)
  Capital contributions                        -                 -            82,412
  Proceeds on notes payable                    -                 -         1,054,408
                                    _________________________________________________
Net cash provided by financing
  activities                                 500            22,906         1,400,851

Increase (decrease) in cash and
  cash equivalents                         1,106               466                59

Cash and cash equivalents,
  beginning of period                      1,165                 0                 0
                                    _________________________________________________
Cash and cash equivalents,
  end of period                     $         59      $        466   $            59
                                    =================================================

Cash paid for interest and
  income taxes:                                -                 -                 -
</TABLE>
               See condensed notes to financial statements.
5
<PAGE>
<TABLE>
<CAPTION>
TECHNOLOGY ACQUISITION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
Interim Unaudited Statements of Cash Flows
For the Three Months Ended June 30, 2003 and 2002, and for the period from
Inception (June 21, 1972) to June 30, 2003

                                                                        Deficit
                                     Three Months     Three Months      Accumulated
                                     Ended            Ended             During the
                                     June 30          June 30,          Development
                                     2003             2002              Stage
__________________________________________________________________________________________
<S>                                      <C>              <C>               <C>

Supplemental noncash investing
 and financing activities:
   Common stock issued for services
     rendered                               -              -      $     257,500
   Common stock issued for
     licensing agreement                    -              -      $      10,000
   Gain on exchange of net assets
     for common stock of
     Healthbridge, Inc.                     -              -      $     713,349
   Transfer of 330,000 shares of
     Healthbridge, Inc. to
     majority stockholder in full
     satisfaction of shareholder
     loans and for past services
     rendered                               -              -      $      14,595
   Realized losses on marketable
     securities                             -              -      $   1,574,100
   Notes payable incurred for
     services rendered                      -              -      $     220,000
   Conversion of debt to equity             -              -      $   1,143,002
   Common stock exchanged for
     subsidiary                             -              -      $   2,520,009
   Notes payable exchanged for
     inventory                              -              -      $     638,010
   Common stock issued for
     organization costs                     -              -      $     102,500
   Write down of inventory                  -              -      $     572,829
 </TABLE>

                   See condensed notes to financial statements.

6
<PAGE>
TECHNOLOGY ACQUISITION CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO INTERIM FINANCIAL STATEMENTS
JUNE 30, 2003

NOTE 1.  STATEMENT OF INFORMATION FURNISHED

The accompanying unaudited interim financial statements have been
prepared in accordance with Form 10-QSB instructions and in the opinion
of management contains all adjustments (consisting of only normal
recurring adjustments) necessary to present fairly the financial
position as of June 30, 2003, and the results of operations and
cash flows for the three months ended June 30, 2003 and 2002.
These results have been determined on the basis of generally
accepted accounting principles and practices and applied
consistently with those used in the preparation of the Company's
2003 Annual Report on Form 10-KSB.

Certain information and footnote disclosure normally included in the
financial statements presented in accordance with generally accepted
accounting principles have been condensed or omitted.  It is
suggested that the accompanying financial statements be read in
conjunction with the accompanying financial statements and notes
thereto incorporated by reference in the Company's 2003 Annual
Report on Form 10-KSB.

NOTE 2.  GOING CONCERN, FINANCIAL RESULTS AND LIQUIDITY

The Company has been a development stage company and has incurred
net operating losses since inception (June 21, 1972).  The
accompanying financial statements have been prepared in conformity
with generally accepted accounting principles in the United States
of America, which contemplates continuation of the Company as a going
concern, which is dependent upon the Company's ability to establish
itself as a profitable business. Management is devoting substantially
all of its present efforts in securing and establishing a new business
and has generated no revenues.  Management plans to conduct limited
operations to minimize operating expenses until external funds can be
raised or internal cash flows are generated.

On June 6, 2003, the shareholders of Oxywell GmbH filed for liquidation
of the Company due to the inability to generate enough cash for
operations.  This also ended the tenure of Wilhelm Liesner and the
Company's ongoing efforts to initialize its business operations with
Oxywell.  Due to the developments occurring with Oxywell GmbH, the
Company will now have to deal with customary minimal costs involved
in the maintenance of corporate franchise and filing reports and
reporting obligations under the Securities Exchange Act of 1934.
These expenses primarily involve auditing fees, legal and
professional fees, which have been, and continue to be, advanced by
the Company's president and majority shareholder. To meet these
objectives, the President and majority shareholder advanced the
Company $27,000 and raised $15,000 through the issuance of common
stock at $1.00 per share pursuant to variouis REG S stock purchase
agreements during the fiscal year ended March 31, 2003.
7

<PAGE>

To date, the Company has not been profitable and it faces all the risks
common to companies in their early stages of development, including
undercapitalization and uncertainty of funding sources, high initial
expenditure levels and uncertain revenue streams, an unproven business
model, and difficulties in managing growth.  The Company's recurring
losses raise substantial doubt about its ability to continue as a
going concern.  The financial statements do not reflect any adjustments
that might result from the outcome of this uncertainty.  Management
believes that despite the financial hurdles and funding uncertainties
going forward, it has under development a business plan that, if success-
fully funded and executed, can enhance operating results.

Management believes that it will continue to incur losses for at least
the next twelve months, and will require additional funds through loans
from shareholders, debt or equity financing to insure that there is
sufficient capitalization of the Company during 2004.  The satisfaction
of its cash requirements hereafter will depend in large part on its
ability to successfully raise capital from external sources to fund
growth for the foreseeable future.  The Company expects to aggressively
pursue additional sources of funds, the form of which will vary
depending on the prevailing market and other conditions, and may
include a sale transaction or the issuance of equity securities.
However, there is no assurance that such additional funds will be
available for the Company to finance its operations on acceptable terms,
if at all.  Furthermore, there is no assurance the net proceeds from any
successful financing arrangement will be sufficient to cover cash
requirements as the Company expands its business operations.

The Company's plan of operation for the coming year is to identify
and acquire a favorable business opportunity and it is exploring the
possibility of selling or merging with another Company.  The Company
does not plan to limit its options to any particular industry, but
will evaluate each opportunity on its merits.  Although the Company
has not entered into any binding agreement to effect such a
transaction, the board of directors of the Company does consider
such offers and would consider all of the terms of any such offer as
part of its fiduciary duty to determine whether any such transaction
is in the best interest of the Company's stockholders.  If the
Company's board of directors does determine that a sale or merger
of the Company is in the best interest of the Company's stockholders,
its board of directors may determine to pursue such a transaction and
the consideration to be paid in connection with such transaction
would be used to expand the acquired business and fund future
operations.

The continued existence of the Company is dependent upon its ability
to meet future financing requirements and the success of future
operations.  These factors raise substantial doubt about the
Company's ability to continue as a going concern.  Management
believes that actions presently taken to revise the Company's
operating and financial requirements provide the opportunity for
the Company to continue as a going concern.  The Company's ability
to achieve these objectives cannot be determined at this time.

8
<PAGE>

NOTE 3.  EARNINGS PER SHARE

Basic earnings or loss per share is based on the weighted average
number of shares outstanding during the period of the financial
statements. Diluted earnings or loss per share are based on the
weighted average number of common shares outstanding and dilutive
common stock equivalents.  All per share and per share information
are adjusted retroactively to reflect stock splits and changes in
par value, when applicable.  All earnings or loss per share
amounts in the financial statements are basic earnings or loss
per share.

The computation of basic loss per share is as follows for the
periods indicated:
<TABLE>
<CAPTION>

                           Three Months    Three Months   Cumulative
                           Ended           Ended          From
                           June 30,        June 30,       Inception
                           2003            2002
<S>                        <C>             <C>            <C>
Numerator-net loss
available to common
stockholders               $   (13,894)    $   (20,887)  $(4,456,783)

Denominator-weighted
average number of
common shares
outstanding                  4,885,539        5,771,115    2,529,670

Basic and diluted loss
per common share               (0.003)          (0.004)       (1.78)
</TABLE>

NOTE 4.  COMMON STOCK

On May 12, 2003, the Company issued 50,000 shares of common stock
under a REG S placement at $1.00 per share, or $50,000.

9
<PAGE>

NOTE 5.  RELATED PARTY TRANSACTIONS

Accrued consulting fees - related party - As of June 30, 2003, the
Company owes its President $40,476 for management and consulting
services provided to the Company, such as maintaining the books and
records, overseeing and meeting compliance requirements, and other
general and administrative duties as deemed necessary.

Accrued expenses - related party - As of June 30, 2003, accrued
expenses-related party totaled $82,000 as follows:

(1) $75,000 is due and payable for services rendered by two
companies that are wholly-owned by the President of this Company.
The payables incurred represent consulting services rendered related
to the Company's development, production, and marketing of its prior
self-contained infectious waste disposal system (Redloc II Disposal
System.)  The services were performed during the period October 1,
1996 to December 31, 1997. There was no contract.
(2) As of June 30, 2003, the Company owes two companies wholly-owned
by the President of this Company $7,000 for the use of office
facilities in Dallas and Munich, Germany.  There are no rental
agreements and the monthly rents are $250 and $300, respectively.

Loans from shareholders - From time to time, the Company's president
or one of his related entities, advances funds to pay expenses
incurred on behalf of the Company.  As of June 30, 2003, the balance
outstanding is $500.  These loans are unsecured, non-interest bearing
and due on demand.

Oxywell Agreement - On June 6, 2003, the shareholders of Oxywell GmbH
filed for liquidation of the Company due to the inability to generate
sufficient cash for operations.  This also ended the tenure of Wilhelm
Liesner and essentially the Company's ongoing business efforts related
to the Oxywell water-oxygenating system.

10
<PAGE>
ITEM 2.

MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

When used in this discussion, the words "believes", "anticipates",
"expects", and similar expressions are intended to identify forward-
looking statements. Such statements are subject to certain risks
and uncertainties, which could cause actual results to differ
materially from those projected. Readers are cautioned not to place
undue reliance on these forward-looking statements, which speak
only as of the date hereof. Technology Acquisition Corporation (TAC)
undertakes no obligation to republish revised forward-looking
statements to reflect events or circumstances after the date hereof or
to reflect the occurrence of unanticipated events. Readers are also
urged to carefully review and consider the various disclosures made by
TAC which attempt to advise interested parties of the factors which
affect its business, in this report, as well as TAC's periodic reports
on Forms 10-KSB, 10-QSB and 8-K filed with the Securities and Exchange
Commission.

Plan of Operation

The Company's plan of operation for the coming year is to identify and
acquire a favorable business opportunity and it is exploring the
possibility of selling or merging with another Company.  The Company
does not plan to limit its options to any particular industry, but
will evaluate each opportunity on its merits.  Although the Company has
not entered into any binding agreement to effect such a transaction,
the board of directors of the Company does consider such offers and
would consider all of the terms of any such offer as part of its
fiduciary duty to determine whether any such transaction is in the best
interest of the Company's stockholders.  If the Company's board of
directors does determine that a sale or merger of the Company is in
the best interest of the Company's stockholders, its board of
directors may determine to pursue such a transaction and the con-
sideration to be paid in connection with such transaction would be
used to expand the acquired business and fund future operations.

The Company has been a development stage company and has incurred net
operating losses since inception (June 21, 1972).  The accompanying
financial statements have been prepared in conformity with generally
accepted accounting principles in the United States of America, which
contemplates continuation of the Company as a going concern, which is
dependent upon the Company's ability to establish itself as a
profitable business. Management is devoting substantially all of its
present efforts in securing and establishing a new business and has
generated no revenues.  Management plans to conduct limited operations
to minimize operating expenses until external funds can be raised or
internal cash flows are generated.

11
<PAGE>
On June 6, 2003, the shareholders of Oxywell GmbH filed for liquidation
of the Company due to the inability to generate enough cash for
operations.  This also ended the tenure of Wilhelm Liesner and the
Company's ongoing efforts to initialize its business operations with
Oxywell water-oxygenating system.  Due to the developments occurring
with Oxywell GmbH, the Company will now have to deal with customary
minimal costs involved in the maintenance of corporate franchise and
filing reports and reporting obligations under the Securities Exchange
Act of 1934.  These expenses primarily involve auditing fees, legal
and professional fees, which have been, and continue to be, advanced
by the Company's president and majority shareholder. To meet these
objectives, the President and majority shareholder advanced the
Company $27,000 and raised $15,000 through the issuance of common
stock at $1.00 per share pursuant to various REG S stock purchase
agreements during the fiscal year ended March 31, 2003.

To date, we have not been profitable.  We face all the risks common to
companies in their early stages of development, including under-
capitalization and uncertainty of funding sources, high initial
expenditure levels and uncertain revenue streams, an unproven business
model, and difficulties in managing growth.  Our recurring losses raise
substantial doubt about our ability to continue as a going concern.
Our financial statements do not reflect any adjustments that might
 result from the outcome of this uncertainty.  We believe that despite
the financial hurdles and funding uncertainties going forward, we have
under development a business plan that, if successfully funded and
executed, can enhance our operating results.

Management believes that it will continue to incur losses for at least
the next twelve months, and will require additional funds through loans
from shareholders, debt or equity financing to insure that there is
sufficient capitalization of the Company during 2004.  The satisfaction
of our cash requirements hereafter will depend in large part on our
ability to successfully raise capital from external sources to fund our
growth for the foreseeable future.  We expect to aggressively pursue
additional sources of funds, the form of which will vary depending on
the prevailing market and other conditions, and may include a sale
transaction or the issuance of equity securities.  However, there is no
assurance that such additional funds will be available for the Company
to finance its operations on acceptable terms, if at all.  Furthermore,
there is no assurance the net proceeds from any successful financing
arrangement will be sufficient to cover cash requirements as the Company
expands its business operations.

The continued existence of the Company is dependent upon its ability
to meet future financing requirements and the success of future
operations.  These factors raise substantial doubt about the Company's
ability to continue as a going concern.  Management believes that
actions presently taken to revise the Company's operating and financial
requirements provide the opportunity for the Company to continue as a
going concern.  The Company's ability to achieve these objectives cannot
be determined at this time.

12
<PAGE>

Related party transactions

Accrued consulting fees - related party - As of June 30, 2003, the
Company owes its President $40,476 for management and consulting
services provided to the Company, such as maintaining the books and
records, overseeing and meeting compliance requirements, and other
general and administrative duties as deemed necessary.

Accrued expenses - related party - As of June 30, 2003, accrued
expenses-related party totaled $82,000 as follows:

(3) $75,000 is due and payable for services rendered by two companies
that are wholly-owned by the President of this Company.  The payables
incurred represent consulting services rendered related to the
Company's development, production, and marketing of its prior self-
contained infectious waste disposal system (Redloc II Disposal System.)
The services were performed during the period October 1, 1996 to
December 31, 1997. There was no contract.
(4) As of June 30, 2003, the Company owes two companies wholly-owned
by the President of this Company $7,000 for the use of office facilities
in Dallas and Munich, Germany.  There are no rental agreements and the
monthly rents are $250 and $300, respectively.

Loans from shareholders - From time to time, the Company's president or
one of his related entities, advances funds to pay expenses incurred on
behalf of the Company.  As of June 30, 2003, the balance outstanding
is $500.  These loans are unsecured, non-interest bearing and due on
demand.

Oxywell Agreement - On June 6, 2003, the shareholders of Oxywell GmbH
filed for liquidation of the Company due to the inability to generate
sufficient cash for operations.  This also ended the tenure of Wilhelm
Liesner and the Company's ongoing business efforts related to the
Oxywell water-oxygenating system.

Risk factors

We have sought to identify what we believe to be the most significant
risks to our business.  However, we cannot predict whether, or to what
extent, any of such risks may be realized nor can we guarantee that we
have identified all possible risks that might arise. Investors should
carefully consider all of such risk factors before making an investment
decision with respect to our Common Stock. We provide the following
cautionary discussion of risks, uncertainties and possible inaccurate
assumptions relevant to our business. These are factors that we think
could cause our actual results to differ materially from expected
results. Other factors besides those listed here could adversely
affect us.
We are vulnerable to volatile market conditions.
13
<PAGE>

The market prices for securities of developmental stage companies,
including ours, are highly volatile and, from time to time,
experience significant price and volume fluctuations that are
unrelated to the operating performance of particular companies.
In addition, general market conditions concerning us, our competitors
or other companies, may have a significant effect on the market price
of our common stock.

We face intense competition.

Many of the organizations competing against us have financial and
other resources substantially greater than our own. In addition, many
of our competitors have significantly greater experience in research
and development, obtaining regulatory approvals, and commercializing
and selling products. Accordingly, our competitors may succeed more
rapidly than we will.

We will continue to incur operating losses.

Our business operations began in 1972 and we have incurred operating
losses since inception.   The Company's current ability to generate
revenues and to achieve profitability and positive cash flow will
depend on the success of our future operations.  We expect to incur
significant operating losses over the next several years. Our
ability to become profitable will depend, among other things, on
our (1) successful research outcomes and eventual development of our
proposed products, (2) obtaining of regulatory approvals of our proposed
products on a timely basis and (3) success in joint venture partnerships,
manufacturing, distributing and marketing our proposed products.

We may not obtain additional financing.

We anticipate that our existing funds will not be sufficient to fund
our operating requirements as currently planned during 2004. We expect
to use, rather than generate, funds from operations for the foreseeable
future, and as a result, we will need significant funding to pursue our
research, development and commercialization plans. The actual amount of
funds we will require will be determined by a number of factors, many of
which are beyond our control.  We will seek additional funding through
collaborative arrangements, by borrowing money or by selling additional
equity securities. Any sales of additional equity securities are likely
to result in further dilution to our then existing stockholders.
Further, if we issue additional equity securities, the new equity
securities may have rights, preferences or privileges senior to those
of existing holders of our common stock. We may also borrow money from
conventional lenders, possibly at high interest rates and on other
terms that are unfavorable to us, which will increase the risk of your
holdings. Despite our efforts, additional funding may not be available
to us at all or only on terms that are unacceptable to us.

You may lack an effective vote on corporate matters due to control by
management.

14
<PAGE>
You may lack an effective vote on corporate matters and management may
be able to act contrary to your objectives.  If management votes
together, it could influence the outcome of corporate actions requiring
shareholder approval, including the election of directors, mergers and
asset sales. As a result, new stockholders may lack an effective vote
with respect to the election of directors and other corporate matters.
Therefore, it is possible that management may take actions with respect
to its ownership interest which may not be consistent with your
objectives or desires.

We may experience significant fluctuations in quarterly results.

Significant variations in our quarterly operating results may
adversely affect the market price of our common stock.  Our operating
results have varied on a quarterly basis during our limited operating
history, and we expect to experience significant fluctuations in
future quarterly operating results. These fluctuations have been and
may in the future be caused by numerous factors, many of which are
outside of our control. We believe that period-to-period comparisons of
our results of operations will not necessarily be meaningful and that
you should not rely upon them as an indication of future performance.
Also, it is likely that our operating results could be below the
expectations of public market analysts and investors. This could
adversely affect the market price of our common stock.

We depend on our key executive officers and technical personnel.

The success of our business plan depends on attracting qualified
technical, and knowledgeable personnel, and failure to retain the
necessary personnel could adversely affect our business. Competition
for qualified personnel is intense, and we may need to pay premium
wages to attract and retain personnel. Attracting and retaining
qualified personnel is critical to our business. Inability to attract
and retain the qualified personnel necessary would limit our ability
to implement our business plan successfully.

We may not have a majority of independent directors.

We cannot guarantee our Board of Directors will have a majority of
independent directors in the future. In the absence of a majority of
independent directors, our executive officers, who are also principal
stockholders and directors, could establish policies and enter into
transactions without independent review and approval thereof. This
could present the potential for a conflict of interest between the
Company and its stockholders generally and the controlling officers,
stockholders or directors.

Large sales of common stock could adversely affect our common stock
and our ability to raise capital.
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<PAGE>

Future sales of our common stock by existing stockholders pursuant to
Rule 144 under the Securities Act, or following the exercise of
outstanding options, could adversely affect the market price of our
common stock. Substantially all of the outstanding shares of our common
stock are freely tradable, without restriction or registration under the
Securities Act, other than the sales volume restrictions of Rule 144
applicable to shares held beneficially by persons who may be deemed to
be affiliates. Our directors and executive officers and their family
members are not under lockup letters or other forms of restriction on
the sale of their common stock. The issuance of any or all of these
additional shares upon exercise of options will dilute the voting
power of our current stockholders on corporate matters and, as a
result, may cause the market price of our common stock to decrease.
Further, sales of a large number of shares of common stock in the
public market could adversely affect the market price of the common
stock and could materially impair our future ability to generate
funds through sales of common stock or other equity securities.

We are considered a penny stock.

The Company's stock differs from many stocks, in that it is a "penny
stock." The Securities and Exchange Commission has adopted a number of
rules to regulate "penny stocks."  These rules include, but are not
limited to, Rules 3a5l-l, 15g-1, 15g-2, 15g-3, 15g-4, 15g-5, 15g-6 and
15g-7 under the Securities and Exchange Act of 1934, as amended.

Because our securities probably constitute "penny stock" within the
meaning of the rules, the rules would apply to us and our securities.
The rules may further affect the ability of owners of our stock to sell
their securities in any market that may develop for them.  There may
be a limited market for penny stocks, due to the regulatory burdens
on broker-dealers.  The market among dealers may not be active.
Investors in penny stock often are unable to sell stock back to the
dealer that sold them the stock.  The mark-ups or commissions charged
by the broker-dealers may be greater than any profit a seller may make.
Because of large dealer spreads, investors may be unable to sell the
stock immediately back to the dealer at the same price the dealer sold
the stock to the investor. In some cases, the stock may fall quickly
in value.  Investors may be unable to reap any profit from any sale of
the stock, if they can sell it at all.

Stockholders should be aware that, according to the Securities and
Exchange Commission Release No. 34- 29093, the market for penny stocks
has suffered in recent years from patterns of fraud and abuse. These
patterns include:

- Control of the market for the security by one or a few broker-dealers
that are often related to the promoter or issuer;

- Manipulation of prices through prearranged matching of purchases
and sales and false and misleading press releases;

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<PAGE>

- "Boiler room" practices involving high pressure sales tactics and
unrealistic price projections by inexperienced sales persons;

- Excessive and undisclosed bid-ask differentials and markups by
selling broker-dealers; and

- The wholesale dumping of the same securities by promoters and broker-
dealers after prices have been manipulated to a desired level, along
with the inevitable collapse of those prices with consequent investor
losses

Furthermore, the "penny stock" designation may adversely affect the
development of any public market for the Company's shares of common
stock or, if such a market develops, its continuation.  Broker-dealers
are required to personally determine whether an investment in
"penny stock" is suitable for customers

Penny stocks are securities (i) with a price of less than five dollars
per share; (ii) that are not traded on a "recognized" national exchange;
(iii) whose prices are not quoted on the NASDAQ automated quotation
system (NASDAQ-listed stocks must still meet requirement (i) above);
or (iv) of an issuer with net tangible assets less than $2,000,000 (if
the issuer  has been in  continuous operation  for at least three
years) or $5,000,000  (if in continuous operation for less than three
years),  or with  average  annual  revenues  of less than $6,000,000
for the last three years.

Section 15(g) of the Exchange Act, and Rule 15g-2 of the Commission
require broker-dealers  dealing in penny stocks to provide  potential
investors with a document  disclosing  the risks of penny stocks and
to obtain a manually  signed and dated written receipt of the document
before  effecting any transaction in a penny stock for the
investor's  account.  Potential investors in the Company's common
stock are urged to obtain and read such disclosure carefully before
purchasing any shares that are deemed to be "penny stock."

Rule 15g-9 of the  Commission  requires  broker-dealers  in penny
stocks to approve the  account of any  investor  for  transactions
in such stocks  before selling  any  penny  stock  to  that  investor.
This  procedure  requires  the broker-dealer to (i) obtain from the
investor information  concerning his or her financial  situation,
investment  experience  and investment  objectives;  (ii) reasonably
determine,  based on that  information,  that  transactions in penny
stocks are  suitable  for the  investor  and that the  investor  has
sufficient knowledge and experience as to be reasonably  capable of
evaluating the risks of penny stock  transactions;  (iii) provide the
investor with a written  statement setting forth the basis on which
the  broker-dealer  made the  determination  in (ii) above;  and (iv)
receive a signed and dated copy of such statement from the investor,
confirming  that it  accurately  reflects  the  investor's  financial
situation,  investment  experience and investment  objectives.
Compliance with these requirements may make it more difficult for the
Company's stockholders to resell their shares to third parties or to
otherwise dispose of them.
17
<PAGE>

ITEM 3. Controls and Procedures

The chief executive officer and the principal financial officer of the
Registrant have concluded based on their evaluation as of a date within
90 days prior to the date of the filing of this Report, that the
Registrant's disclosure controls and procedures are effective to ensure
that information required to be disclosed by the Registrant in the
reports filed or submitted by it under the Securities Act of 1934, as
amended, is recorded, processed, summarized and reported within the
time periods specified in the Securities and Exchange Commission's rules
and forms, and include controls and procedures designed to ensure that
information required to be disclosed by the Registrant in such reports
is accumulated and communicated to the Registrant's management,
including the president, as appropriate to allow timely decision
regarding required disclosure.

There were no significant changes in the Company's internal controls or
in other factors that could significantly affect these controls sub-
sequent to the date of such evaluation.

PART II - OTHER INFORMATION

Item 1.    Legal Proceedings - None

Item 2.    Changes in Securities

On May 12, 2003, the Company issued 50,000 shares of common stock at
$1.00 per share pursuant to a REG S placement.  This issuance was made
in reliance upon the exemption from registration provided by Regulation
S and under Section 4(2) of the Securities Act of 1933, as amended.

The company made this offering based on the following factors: (1) the
issuance was an isolated private transaction by the Company which did
not involve a public offering; (2) there was only one offeree who was
issued the company's stock pursuant to a REG S agreement; (3) the
offeree stated an intention not to resell the stock and has continued
to hold it since it was acquired; (4) there were no subsequent or
contemporaneous public offerings of the stock; (5) the stock was not
broken down into smaller denominations; and (6) the negotiations that
lead to the issuance of the stock took place directly between the
offeree and the Company.

Regulation S provides generally that any offer or sale that occurs
outside of the United States is exempt from registration requirements
of the Securities Act, provided that certain conditions are met.
Regulation S has two safe harbors. One safe harbor applies to offers
and sales by issuers, securities professionals involved in the
distribution process pursuant to contract, their respective affiliates,
and persons acting on behalf of any of the foregoing (the "issuer
safe harbor"), and the other applies to resales by persons other than
the issuer, securities professionals involved in the distribution
process pursuant to contract, their respective affiliates (except
certain officers and directors), and persons acting on behalf of any
18
<PAGE>

of the forgoing (the "resale safe harbor").  An offer, sale or resale
of securities that satisfied all conditions of the applicable safe
harbor is deemed to be outside the United States as required by
Regulation S.  The distribution compliance period for shares sold
in reliance on Regulation S is one year.

The Company complied with the requirements of Regulation S by having
no direct selling efforts made in the United States, by selling only
to an offerree who was outside the United States, and ensuring that
the offer was to a non-U.S. person with an address in a foreign
country.

Item 3.    Defaults Upon Senior Securities - None

Item 4.    Submission of Matters to a Vote of Security Holders - None

Item 5.    Other Information - None

Item 6.    Exhibits and Reports on Form 8-K


(1) Exhibits

EXHIBIT
NO.	  DESCRIPTION
3.1     (a)Articles of incorporation
3.2     (a)Certificates of Amendment to Certificate of Incorporation of
           Registrant
3.3     (a)Certificates of Amendment to Certificate of Incorporation of
           Registrant
3.4     (a)Articles of Incorporation of Registrant
3.5     (a)Articles of Merger of Registrant
3.6     (a)Certificate of Amendment to Certificate of Incorporation of
           Registrant
3.7     (a)Bylaws of Registrant
3.8     (a)Amended Bylaws of Registrant
10.1    (a)License Agreement between Registrant and Wilhelm Liesner
10.2    (a)License Agreement between Wilhelm Liesner and Oxywell GmbH
10.3    (b)Agreement of Amendment between Wilhelm Liesner and
           Oxywell GmbH
31      Certification of the Chief Executive and Financial Officer
           pursuant to Rule 13a-14(a)
32      Certification by the Chief Executive and Financial Officer
           pursuant to 18 U.S.C. 1350 as adopted pursuant to Section
           906 of the Sarbanes-Oxley Act of 2002
----------------------------------------------------------------------
(a) Incorporated by reference from the 10-SB filed with the Securities
    Exchange Commission on February 20, 2002
(b) Incorporated by reference from the 10-SB/A filed with the
    Securities Exchange Commission on July 9, 2002

(2) Reports on Form 8-K - None

19
<PAGE>

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned,
hereunto duly authorized, this 29th day of August, 2003.


TECHNOLOGY ACQUISITION CORPORATION
By:

/s/ Wilhelm Liesner
Wilhelm Liesner, President and Director

20
<PAGE>

Exhibit 31

CERTIFICATION OF CHIEF EXECUTIVE AND PRINCIPAL FINANCIAL OFFICER
Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, Wilhelm Liesner, certify that:
(1)

I have reviewed this quarterly report on Form 10-QSB of Technology
Acquisition Corporation (the "registrant");

(2)
Based on my knowledge, this 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 report;

(3)
Based on my knowledge, the financial statements, and other financial
information included in this 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 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-15(e) and 15d-15(e)) for the
registrant and have:

(a)
Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our
supervision, to ensure that material information relating to the
registrant, is made known to us by others within those entities,
particularly during the period in which this report is being prepared;

(b)
Evaluated the effectiveness of the registrant's disclosure controls and
procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end
of the period covered by this report based on such evaluation; and

(c)
Disclosed in this report any change in the registrant's internal
control over financial reporting that occurred during the registrant's
most recent fiscal quarter that has materially affected, or is
reasonably likely to materially affect, the registrant's internal
control over financial reporting; and

21
<PAGE>

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

(a)
All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant's ability to
record, process, summarize and report financial information; and

(b)
Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal
control over financial reporting.

Date:  August 29, 2003

By:

/s/ Wilhelm Liesner

Wilhelm Liesner
President, Chief Executive Officer and Principal Financial Officer



22
<PAGE>

Exhibit 32

Certification by the Chief Executive and Principal Financial Officer
pursuant to 18 U.S.C. 1350 as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002

The undersigned hereby certifies that, to his knowledge, (i) the
Form 10-QSB filed by Technology Acquisition Corporation (the "Issuer")
for the quarter ended June 30, 2003, fully complies with the
requirements of Section 13(a) or 15(d) of the Securities Exchange Act
of 1934, and (ii) the information contained in that report fairly
presents, in all material respects, the financial condition and results
of operations of the Issuer on the dates and for the periods presented
therein.

TECHNOLOGY ACQUISITION CORPORATION

Date:  August 29, 2003

By:
/s/ Wilhelm Liesner
Wilhelm Liesner, President and Chief Executive
Officer and Principal Financial Officer






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