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

FORM 10-KSB/A

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

For Fiscal Year Ended December 31, 2001 or

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

Commission File No. 0-13670

TELETRAK ENVIRONMENTAL SYSTEMS, INC.
(Name of Small Business Issuer in Its Charter)

Delaware			13-3187778
(State of other jurisdiction of 		(IRS Employer
incorporation or organization)		Identification Number)

	2 Sutton Road, Webster, MA		01570
(Address of principal executive offices)		(Zip Code)

(508) 949-2430
Registrant's Telephone Number, Including Area Code
___________________

Securities registered pursuant to Section 12(g) of the Exchange Act:

Common Stock, par value $.001
(Title of Class)

Check whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act of 1934 during the
preceding 12 months (or such shorter period that the registrant was
required to reports), and (2) has been subject to such filing
requirements for the past 90 days.  Yes  No [X]

Check if there is no disclosure of delinquent filers pursuant to Item
405 of Regulation S-B contained herein, and no disclosure will be
contained, to the best of the registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III
of this Form 10-KSB or any amendment to this Form l0-KSB.  [X]
The registrant's revenues for the year ended December 31, 2001 were
$1,350,478

The aggregate market value of the voting stock held by non-affiliates
of the Registrant at May 17, 2001 was approximately $1,285,570 based
on the average bid and asked prices as reported by the NASD Electronic
Bulletin Board.  For these purposes, the term "affiliates" is deemed
to mean the officers and directors of the registrant.

At May 20, 2002, there were 7,713,182 shares of common stock
outstanding.

Documents Incorporated by Reference:                             None
Transitional Small Business Format:                         Yes  No X




TABLE OF CONTENTS
FORM 10-KSB / A

												PAGE
PART I
        Item 1. Business............................................1
        Item 2. Properties..........................................5
        Item 3. Legal ............................................. 5
        Item 4. Submission of Matters to a Vote.....................5

PART II
	Item 5.	Market for Registrant's Common Stock and Related
         Stockholder................................................6
	Item 6.	Management's Discussion and Analysis or
                 Plan of Operations.................................6
        Item 7. Financial Statements...............................11
	Item 8.	Changes in and Disagreements With Accountants or
         Accounting and Financial Disclosure.......................11
PART III
	Item 9.	Directors & Executive Officers; Compliance With
         Section 16(a) of the Exchange Act.........................12
        Item 10.Executive Compensation.............................13
	Item 11	Security Ownership of Certain Beneficial
                Owners and Management..............................13
        Item 12 Certain Relationships and Related Transactions.....14
        Item 13 Exhibits, List and Reports on Form 8-K.............15


                                   ii


PART I

ITEM 1.  BUSINESS

FORWARD LOOKING STATMENTS

This form 10-KSB contains statements that are not historical facts.
These statements may constitute "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities and Exchange Act of 1934 as amended.  Certain,
but not necessarily all, of such forward looking statements can be
identified by the use of such words as "believes", "expects", "may",
"will", "should", or "anticipates" or the negative thereof  or other
variations thereon of similar terminology, and/or which include,
without limitation, statements regarding the following: market
expectation for future sales, customer acceptance of Teletrak
Environmental Systems, Inc.'s products; building a sales and
marketing initiative; growth potential in the year 2002; economic
and competitive factors affecting market growth; and discussions of
strategies involving risk uncertainties that reflect management's
current views.  These statements are based on many assumptions and
factors and may involve risks and uncertainties. The actual results
of the Company or industry results may be materially different from
any future results expressed or implied by such forward looking
statements because of factors such as problems in the development of
new products; insufficient capital resources to complete development
and operate the Company; inability to successfully market and sell the
Company's products; changes in the marketplace including fluctuations
in the demand for environmentally safe projects and tools; and changes
in the economic and competitive environment.  These factors and other
information contained in this Form 10-KSB could cause such views,
assumptions and factors and the Company's results of operations to be
materially different.

Background

Teletrak Environmental Systems, Inc. (the "Company") a Delaware
corporation, was organized as Teletrak Advanced Technology, Inc. in
January 1983 as a wholly-owned subsidiary of Helm Capital Group, Inc.
to develop and market software products.  Until November 1998,
however, the Company had been an inactive public company for several
years.

On July 24, 1998, the Company entered into a merger agreement
(the "Merger Agreement") with Advanced Environmental Systems, Inc.,
a Massachusetts corporation ("AES"), having a principal place of
business at 2 Sutton Road, Webster, Massachusetts 01570. Under the
terms of the Merger Agreement, a newly-formed wholly-owned
Massachusetts subsidiary of the Company merged with and into AES with
AES surviving as a wholly-owned subsidiary of the Company
(the "Merger"). Pursuant to the Merger and the Merger Agreement the
former AES stockholders received an aggregate of 3,750,000 shares of
the Company's common stock in exchange for their AES stock.

As a condition to the Merger,  the Company effected a one for ten
reverse split of the Company's outstanding common stock
(the "Reverse Split"). Under the Reverse Split, the authorized number
shares of the Company's common stock, par value .001, was reduced to
8,000,000 shares (the "Common Stock") and the number of authorized
shares of preferred stock was reduced to 2,000,000. Subsequently, the
certificate of incorporation was amended to authorize 25,000,000
shares of Common Stock and 5,000,000 shares of preferred stock. There
are no shares of preferred stock outstanding at this time.

The Company

AES specializes in the manufacture, distribution and licensing of
industrial jet pumps and related equipment.  The design of these pumps
based on jet pump technology, with no movable parts, makes this
equipment a highly effective portable tool for the removal of granular
wet or dry material (including sludge, scale, slurries, sands and
heavy shot blasting material), for a wide range of applications across
many industries including environmental clean-up of hazardous matter
such as lead and other heavy metals and nuclear contaminants and as
general maintenance tools in the marine, transportation, chemical and
waste water industries.  The motive power, compressed gases such as
air or steam or pressurized liquids such as water, oils or pulps,
provides operating flexibility for hopper loading, cleaning and
submersible application, as well as the ability to collect and
transport materials over long distances.  With no moving parts,
the AES pump is designed to be virtually maintenance free and to
require no skilled labor to operate. There are more than 1,000 pumps
in use today in a wide range of industries, including power plants,
steel mills, foundries, oil refineries, chemical and petrochemical
operations, food processing facilities, shipyards and marine vessel
applications and water treatment plants. This same pump technology
has been adapted into an entire manufacturing line of vacuum filtering
equipment for use in hazardous sites where strict governmental
standards and laws demand that all surface preparation and removal
take place in a dust free environment.

The jet pump technology is also included in the Company's vacuums
marketed under the trade names HAZVAC and ENVIROVAC as well as in
the Company's line of abrasive blasting and recycling equipment.
In addition, the Company manufactures and distributes a full line of
shrouded, hand operated tools that attach to the Company's vacuum
filtering equipment and can be used with the Company's abrasive
blasting and recycling equipment.  These tools have been designed to
work on all surfaces and all types of construction material, both
hazardous and non-hazardous.
AES offers a complete line of equipment for remediation and surface
preparation where dust and waste generation give problems.
AES equipment is designed to provide Point of Generation Dust
Containment and waste control.  Dust control is achieved by providing
negative air pressure and shrouds around tools or blast nozzles.
The operator is not exposed in any way to unhealthy lead levels
or dust.

Research and Development

It is the Company's policy to expense all research and development
costs as they are incurred.  Management estimates that the Company
spent approximately $49,000 and $40,000 on research and development
during 2001 and 2000, respectively.  During 2001, the Company was
reimbursed for approximately $49,000 of its research and development
costs by the Department of Energy as explained below.  These amounts
have been netted against the associated reimbursements and are not
segregated in the financial statements. These expenditures were in
the further development of new heads for the shrouded hand held tool
line and completing the design of the Company's abrasive blasting and
recycling equipment with special emphasis given to Point of Generation
Dust Containment.  With regular frequency, the Company is asked to
develop new applications for specific situations.  After development,
the Company retains the manufacturing rights to produce similar
equipment for other customers. In addition, the Company has a research
and development contract with the Department of Energy whereby the
Department of Energy is required to fund certain R & D costs. The
Company will retain ownership of all intellectual property resulting
from this contract.

Marketing and Distribution

The Company has four persons involved in sales. The sales process
typically involves mailing of literature, follow-up communications,
technical meetings with customers, requests for proposals and
estimating and submittal of proposals for specific projects. The
Company has developed ongoing relations with a broad range of
customers in various industries and geographical sites. Products are
distributed directly to customers by the Company's sales staff or
through regional distribution networks.

Dependence on Third Party Suppliers and Manufacturers

The Company purchases supplies from a variety of regional sources.
The Company is not dependent on a single supplier for parts or
fabrication, and maintains a minimum of two sources for all critical
parts.

Dependence on Major Customers

The Company sells to a wide-range of industries, including power
plants, steel mills, foundries, oil refineries, chemical and
petrochemical plants, food processing facilities, shipyards and marine
vessel manufacturers and water treatment plants, and therefore is not
dependent on any one major customer. The Company did not have sales to
any one customer in 2001 or 2000, which equaled or exceeded 10% of the
Company's total sales


Competition

The industrial maintenance equipment and environmental remediation
equipment supplier industries in the United States are highly
fragmented, with numerous small and medium-sized companies serving
niche markets based upon geography, industry, media (air, water,
soil, etc.) and technological specialization. Because the Company
sells to a wide range of industries, the Company can adapt to changes
in the marketplace by allocating its resources to the industry segment
providing the most business opportunities.  Management believes that
its key to success in the industry is the unique design of its
products which is regarded as proprietary and is based on proven
principles of physics and air/fluid dynamics creating a vacuum/cyclone
in a pumping device that has no moving parts. The Company believes
that this creates several advantages over most competitive pumps by
permitting applications that involve particle sizes up to 3/4 inches
in diameter, material that can cause plugging, and transportation of
pumped material for distances up to 500 feet vertical and 1,000 feet
horizontal. The pump creates a miniature cyclone effect and removes
the desired material from one location to another in a manner
similar to a directed cyclone.  In addition, the pump's relative small
size and ease of cleaning and maintenance are also unique and give the
Company's products certain competitive attributes. The base core
technology is also used in the Company's vacuum and filtering products
in such a manner as to remove hazardous and non-hazardous substances
in a safe and efficient manner.  The Company will continue to focus on
the application of new technology as well as innovative applications of
existing technologies to solve complex surface preparation problems.

Management believes that the primary factors of competition are price,
technological capabilities, reputation for quality and safety,
relevant experience, availability of machinery and equipment,
financial strength and knowledge of local markets and conditions.
Management believes that with its recent acquisitions of LTC Americas
and its wholly-owned subsidiary Surface Decon LTD, the Company will
compete favorably on the basis of the foregoing factors. However, many
of the Company's competitors have financial resources and facilities
far greater than that of the Company. Additionally, from time to time,
the Company may face competition from new entrants into the industry.
The Company may also face competition from technologies that may be
introduced in the future, and there can be no assurance that the
Company will be successful in meeting the challenges which will be
posed by its competition in the future.



Proprietary Rights

The Company and its subsidiaries seek proprietary protection for its
products so as to prevent others from commercializing equivalent
products in substantially less time and at substantially lower
expense. The Company's success will depend in part on the ability of
the Company to obtain effective patent protection for the Company's
proprietary technologies and products, defend such patents, preserve
its trade secrets and operate without infringing upon the proprietary
rights of others. The Company and its subsidiaries own the following
patents and licenses:
                     Patents
Title                             Applications or         Status
                                   Patent Number
Sealed Waste Transfer System
for Vacuum Blasting                  5,529,530            Patented
Sealed Waste Transfer System
for Vacuum Blasting                  5,591,067            Patented
Bolt Head Blaster                    5,667,430            Patented
Pressure Balanced Vacuum Blasthead   5,709,590            Patented
Pressure Balanced Vacuum Blasthead
European Patent Appln.              96936393.6            Pending
Pressure Balanced Vacuum Blasthead
Japanese Patent Application                               Pending
Air Cushioned Vacuum Blast Head      5,833,521            Patented
Unique Power Tool Vacuum Tube
Shutoff                              5,524,663            Patented


Licenses

Abrasive Blasting System             5,107,630            Patented


Employees

The Company currently has approximately 5 full and part-time
employees. Major management decisions are reviewed by the Company's
Board of Directors.

ITEM 2.  PROPERTIES

Massachusetts Lease

The Company's wholly-owned Massachusetts subsidiary, AES, leases
office space at 2 Sutton Road, Webster, Massachusetts from an entity
that is owned by Gerd Reinig, Chairman of the Company's Board of
Directors, officer and substantial stockholder of the Company.  The
term of the lease is month-to-month. In addition, the company leases
a manufacturing facility in Cranston, Rhode Island, on a month to
month basis.

ITEM 3.  LEGAL PROCEEDINGS:

At December 31, 2001, there were lawsuits pending that arose in the
ordinary course of business, which related to non-payment of debts to
vendors. The Company is currently negotiating settlement of these
debts with the creditors involved. In the opinion of management,
final disposition of these lawsuits is not expected to have a
material adverse effect on the Company's financial position or
results of operations.

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

None.
PART II

ITEM 5.  MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED
STOCKHOLDER MATTERS

Market Information

The Company's Common Stock is traded on the OTCBB under the symbol
"TAES".  The following table sets forth the bid and ask prices for
the Company's Common Stock for the prior two year period:


                                       High        Low
2001   First Quarter                   $.50        $.25
       Second Quarter                   .43         .26
       Third Quarter                    .41         .23
       Fourth Quarter                   .20         .17

2000   First Quarter                    .51         .31
       Second Quarter                   .60         .25
       Third Quarter                    .75         .58
       Fourth Quarter                   .87         .15




The ask and bid prices cited herein for 2001 and 2000 have been
obtained from the Electronic Bulletin Board quotation system of
the NASD.

At May, 17, 2002, the bid and ask prices for the Company's Common
Stock obtained from the Electronic Bulletin Board of the NASD, were
$.35 and $.30, respectively.

Holders

The Company is advised by American Stock Transfer & Trust Company,
its agent, that there were approximately 112 holders of record of the
Company's Common Stock at May 17, 2002.                     .

Dividend Policy

The Company has never paid any dividends. The Company does not plan to
pay any cash dividends in the foreseeable future.

ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITIONS
OF OPERATIONS

	Overview

AES was initially organized as a Massachusetts corporation January 2,
1996 for the purpose of manufacturing and marketing of jet pumps for
pumping or vacuuming of liquids, sludges and slurries in the waste
water field that may be contaminated.  Even though the sales of these
jet pumps proved successful, it soon became apparent that the sale of
the pumps as stand-alone units would limit the applications and sales.
By late 1997 AES had developed complete systems with the jet pump as
the core product, comprising the driving sources, vacuum and holding
tanks and the control cabinets all mounted on skids or trailers as
self-contained packages.   These systems are marketed as HazVac(tm)
and Envirovacs(tm) and combine advanced jet pump, vacuum and
filtration technology. The systems can be transported for diverse
applications including removal of hazardous material. With no moving
parts the equipment requires extremely little maintenance and can be
used for vacuuming a large variety of liquid or solid material, wet
or dry.

The purpose of the merger with The Company, a public company, was to
create a means to raise the required capital to build a solid,
financially strong company which will be a dominant supplier of
equipment for industrial plant maintenance and the environmental
clean-up industry on a global basis.  This aim is to be accomplished
through acquisitions of companies manufacturing similar and
complementary equipment and through further development of the
existing product lines.


Comparison of Revenues

Fiscal Year                             2001                  2000

Advanced Environmental Systems (AES)   $1,350,478         $ 2,102,956





Acquisitions

The Company completed its first acquisition in February 1999 with the
purchase of substantially all of the non-cash assets of LTC Americas
and its wholly-owned subsidiary Surface Decon Ltd.  LTC and Surface
Decon are leading suppliers of vacuum blasting equipment to the
nuclear and chemical industries.  Management believes that the
acquisition of the LTC line of vacuum blasting equipment greatly
compliments the Company's existing equipment line and gives the
Company product offering in the surface preparation industry.


Liquidity & Capital Resources

 The Company has a working capital deficit of $(935,616) at December
 31, 2001 compared to $(448,603) at December 31, 2000 as a result of
 lower sales for the year, in particular for the fourth quarter and a
 write down of $122,269 for slow moving inventory.

 The Company has a $400,000 revolving line of credit with a major
 bank, secured by substantially all of the assets of the Company.
 On December 31, 2000, the line of credit expired and was not renewed.
 The Company  is in the process of executing a forbearance on this
 line until September 30, 2002.

 The Company does not have any material commitments for capital
 expenditures as of the filing of this report.

  Management believes that the revenues being generated from
  operations, short-term lines of credit and the proceeds from the
  sale of Common Stock in anticipated private placements will provide
  sufficient liquidity to meet the Company's working capital needs for
  the remainder of this fiscal year ending December 31, 2002.                 .

Selected Operations Data for the Company follows:
                                         Years ended
                                Dec 31, 2001          Dec 31, 2000
                                ------------          ------------
Product Sales                     $1,350,478            $2,102,956

Cost of Sales                      1,167,608             1,317,332
                                   ---------             ---------
Gross Profit                         182,870               785,624

SGA&A, Eng. R&D                      685,604               791,160
                                   ---------             ---------

Loss from operations                (502,734)               (5,536)
                                   ---------             ---------

Other income(expense)
   Interest expense                  (55,769)              (67,781)
   Plant closing                           -               (78,197)
   Loss on disposal
   Of fixed assets                    (4,397)                    -
   Miscellaneous  income               7,316                 8,663
                                     -------               -------
Net Loss                            (555,584)             (142,851)
                                     -------               -------

Balance Sheet Data

Current Assets                       345,321               663,116
Current Liabilities                1,280,937             1,111,719
                                   ---------             ---------
Working capital                     (935,616)             (448,603)

Total assets                         797,725             1,191,732

Long term obligations                      0                 7,641
Weighted number of                  --------              --------
shares outstanding                 7,713,182             7,713,182

Loss per common share                  (0.07)               (0.02)

Shareholders Equity                $(483,212)              $72,372
                                   =========               =======

Analysis of Operations for Fiscal 2001 & 2000

Fiscal 2001

The loss of $142,851 for 2000 increased to a net loss of $555,548 for
fiscal year 2001.  This deterioration in operations can be attributed
to a significant loss of sales, particularly in the last quarter of
2001 as the market for environmental remediation experienced a severe
slowdown. The Company's gross margin deteriorated significantly as
fixed manufacturing costs represented a larger portion of the cost of
sales. As a result of this slowdown, the Company has written down
$122,269 of slow moving inventory, which also contributed to the loss.
The Company continued to reduce selling, general and administrative
expenses by approximately $106,000.

In early 2002, in response to the current economic conditions, the
Company decided to subcontract its manufacturing in order to stabilize
its gross margin and reduce the fixed expenses and working capital
requirement of the business. These savings will be effective from the
second quarter of 2002 going forward.


Fiscal 2000

The net loss of $671,038 for 1999 decreased to a net loss of $142,851
for fiscal year 2000.  This significant improvement in operations can
be attributed to additional sales in 2000 of approximately $153,000
and increasing the gross profit from 33% to 40%.  In addition, the
Company reduced selling, general and administrative expenses by
approximately $309,000 by streamlining the administrative and
accounting functions which resulted in reduced management and staff
in 2000.

The Company successfully completed orders for abrasive blasting,
recycling, and vacuum blasting equipment to remediate nuclear, lead,
PCB, and asbestos contamination.  The equipment was sold to shipyards,
nuclear power plants, State Departments of Transportation ("DOT"),
and contractors.  During fiscal year 2000, the Company had
approximately $183,000 in sales to a contractor deleading the San
Francisco Bay Bridge. At December 31, 2000 the company had outstanding
orders for equipment from Bechtel Corporation, the Maine DOT, and
Maine Yankee Nuclear Plant.  AES equipment is substantially reducing
emissions, operator exposure, and solid waste disposal costs wherever
it is used.

Sales for the company's equipment increased 7.8% from $1,949,743 in
1999 to $2,102,956 in 2000.  The sales increase was a result of an
increase in demand for the Company's    technologies.  The increase
in sales was significant in light of the fact that the Company reduced
its sales, marketing, and advertising expenses. As a result of
increased federal spending in the U.S. Department of Transportation
and the Department of Energy, as well as private sector spending in
rebuilding the infrastructure of power plants, tank farms, and
shipyards, there was substantial demand for the Companies products.



Seasonality

The Company's products are primarily used for outdoors projects and
such demand for these products is significantly reduced during the
winter season for those parts of the country that experience bad
weather.

Revenue Recognition

Revenue from equipment sales is recognized when equipment is shipped.
Shipments on a consignment or demonstration basis are carried in
inventory until such items are sold.

Inflation

Inflation has not had a significant impact on the Company's operations
to date.


ITEM 7.  FINANCIAL STATEMENTS

The financial statements required by Regulation S-B are included in
this Annual Report on Form 10-KSB commencing on page F-1.

ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
A FINANCIAL DISCLOSURE

During the fiscal years ended December 31, 2001 and 2000, there were
no disagreements with it's auditing firm, Carlin, Charron & Rosen, LLP
on any matters.


PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
COMPLIANCE WITH SECTION 16 (A) OF THE EXCHANGE ACT

The directors and nominees serve, if and when elected, until the next
annual shareholders meeting and until their successors are elected and
qualified.



The following table sets forth regarding the Company's directors,
executive officers and control persons:


Name                           Age               Position


Gerd E. Reinig                  63            Chairman of the Board
                                              and Treasurer

Gerald P. McNamara              54            Director, President and
                                              Chief Executive Officer

Heinz Buhr                      51            Director

William McPhee                  72            Director

William P. Gagnon               56            Director

Glen Wegner                     63            Director



Gerd E. Reinig.
Mr. Reinig is the Chairman of the Board and is a co-founder of AES.
He has served as Director and Treasurer of AES since its inception
in 1996 and, since 1975, as President and Chief Executive Officer of
Gould & Eberhardt Corp., a prominent manufacturer or machine tools
and large gear cutting machinery.  Prior to this, he held executive
and engineering positions at Orban Company and Lurgi Inc.  Mr. Reinig
has a masters degree in mechanical engineering from the Institute of
Engineering, Frankfurt, Germany.

Gerald P. McNamara.
Mr. McNamara is the President and Chief Executive Officer of the
Company and is a founder and director of AES.  He has served as
its president and chief executive officer since its inception in 1996.
Mr. McNamara has worked in a variety of executive positions at
companies in the environmental and remediation industry for more than
20 years.  He served as president of IPEC Advanced Systems, a
manufacturer of surface preparation and remediation equipment from
1983 to 1993.  From 1993 to 1996, he was a consultant to environmental
equipment manufacturers.

Heinz Buhr.
Mr. Buhr is a Director of the Company and a private investor.
He has served as Director of AES since its inception in 1996.
Mr. Buhr, a resident and citizen of Germany, is an investor and
active partner in several real estate partnerships and industrial
development companies. Prior to 1994, Mr. Buhr served as president
and chief executive officer of Metek GmbH, a major supplier of brake
shoes for the automotive industry.



William P. Gagnon.  Mr. Gagnon is a Director of the Company and is the
president and chief executive officer of Arland Tool & Manufacturing,
Inc., a large manufacturing concern involved in Computer Numerically
Controlled machining and assembly of electrical power generation parts.
He started with Arland in 1970 to develop numerically controlled
operations. In 1980, he was appointed chief executive officer. Prior
to this he was a laser engineer at the American Optical Company.

William S. McPhee.  Mr. McPhee is a Director of the Company since
2000. He is a professional engineer recognized as a worldwide
authority in low level surface decontamination in the nuclear
industry. Active in the surface preparation and decontamination
field for more than 40 years, he has given numerous lectures on the
subject and owns a number of patents on vacuum blasting equipment,
shrouded blast heads and blast nozzles.

Glen Wegner.  Dr. Wegner is a Director of the Company and has served
as an advisor and director of AES since 1996.  He is also a private
investor and director of Hobie Cat, Inc. and Basic Telepresence, Inc.
He served as president and vice chairman of Optical Corporation of
America from 1990-1997. Dr. Wegner is trained and licensed in both
law and medicine and prior to 1990 served in an executive capacity
with several successful ventures utilizing advanced technologies in
the health and environmental industries.


ITEM 10.  EXECUTIVE COMPENSATION

For the fiscal year ended December 31, 2001, no cash compensation was
paid to the Company's Chairman or to any other executive officer with
the exception of Gerald McNamara, President and Chief Executive
Officer, who draws an annual salary of $100,000 from AES. Mr. McNamara
also receives the following perquisites on an annual basis: (1) $6,262
in health insurance premiums; (2) $636 in dental insurance premiums
and (3) $14,707 in life insurance premiums. The Company's outside
directors received no cash fees during 2001.


ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table provides information as of December 31, 2001, of
each person known by the Company to be the beneficial owner of five
percent or more of the Company's Common, by each current officer and
director and all current officers and directors as a group. Except as
otherwise indicated, each named holder has, to the best of the Company
knowledge, sole voting and investment power with respect to the
shares indicated.

Name And Address            Common Stock          Percentage Of
Of Beneficial Owner         Beneficially Owned    Outstanding


Gerd Reinig                  1,519,263 (1)            19.7%
c/o Teletrak Environmental
Systems, Inc.
2 Sutton Road
Webster, MA 01570


Heinz Buhr                     762,750 (2)             9.9%
Am Hambuch 18
D53340 Meckenheim
Germany

Gerald McNamara                568,500 (5)             7.4%
C/o Teletrak
Environmental
Systems, Inc.
2 Sutton Road
Webster, MA 01570



William Gagnon                 400,000 (3)             5.2%
c/o Teletrak
Environmental
Systems, Inc.
2 Sutton Road
Webster, MA 01570


Dr. Glen Wegner                337,500 (4)             4.3%
c/o Teletrak
Environmental
Systems, Inc.
2 Sutton Road
Webster, MA 01570

William S. McPhee              169,566                 2.2%
c/o Teletrak
Environmental
Systems, Inc.
2 Sutton Road
Webster, MA 01570



All Officers and             3,757,579                48.7%
Directors as a
group (6 persons)




(1) Includes 1,219,263 shares of Common Stock owned by Gerd Reinig,
300,000 shares of Common Stock owned by his wife, Karola Reinig.
(2) Owned by Buhr GmbH, a German corporation, of which Mr. Buhr is
a Partner and the Chief Executive Officer.
(3) Owned by Arland Tool & MFG, Inc., a Massachusetts corporation,
of which Mr. Gagnon is the Chief Executive Officer.
(4) Includes 187,500 shares of Common Stock owned by Dr. Wegner,
150,000 shares of Common Stock owed by his wife, Lynn Wegner.
(5) Includes 368,750 shares of Common Stock owned by Mr. McNamara
and 199,750 shares of Common Stock owned by his wife, Tomi McNamara.


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The Company's wholly-owned subsidiary, AES, lease office space at
2 Sutton Road, Webster, Massachusetts from Gould & Eberhardt, a
corporation which is 90% percent owned by Gerd Reinig, the
Company's Chairman of the Board.

On August 19, 1999, the Company borrowed $150,000 from Gerd Reinig,
its Chairman, and issued a 10% promissory note representing the
$150,000 loan amount. Under the note, interest at the rate of 10%
per annum is payable on a monthly basis and the principal is due on
demand. The principal outstanding at December, 31, 2001 was $130,000.



ITEM 13.  EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits

Exhibit Number
Description
Location
3.1
Certificate of Incorporation
Incorporated by reference to Exhibit 3(a) to the Company's
Registration Statement on Form S-1 (No. 2-84930)

3.2
Certificate of Amendment to Certificate of Incorporation





Incorporated by reference to Exhibit 3(a) to the Company's
Registration Statement on Form S-1 (No. 2-84930)




3.3
Certificate of Amendment to Certificate of Incorporation
Incorporated by reference to Exhibit 3.2(A) to the Company's
Registration Statement on Form S-2 (No. 2-30374)


3.4
Certificate of Amendment to Certificate of Incorporation
Incorporated by reference to Exhibit 3.4 to the Company's Annual
Report on Form 10-KSB for 1991


3.5
Certificate of Amendment to the Certificate of Incorporation

Incorporated by reference to Exhibit B to the Company's Information
Statement filed on September 4, 1998

4.1
Form of Common Stock Warrant




Incorporated by reference to Exhibit 10.2 of the Company's Form 8-K
filed on February 19, 1999



10.1
Agreement and Plan of Merger by and among AES, the Company, Helm and
the Merger Sub, dated July 24, 1998
Incorporated by reference to Exhibit 10.1 of the Company's Form 8-K
filed on February 19, 1999



10.2
Asset purchase agreement by and among LTC, Surface Decon, McPhee
Fisher and LTC Teletrak, dated February 27, 1999
Incorporated by reference to Exhibit 10.2 of the Company's annual
report on Form 10-KSB for 1998











(b) Reports on Form 8-K - None









SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) of the Securities
Act of 1934, the registrant has duly caused this report to be signed
on behalf of the undersigned, thereunto duly authorized.


Signature              	Title                              Date

______________________     Chairman of the Board
Gerd E. Reinig                         and Treasurer

_____________________        Director, President and
Gerald P. McNamara                Chief Executive Officer

______________________	Director
Heinz Buhr

______________________	Director
Glen Wegner

______________________	Director
William P. Gagnon

















TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES

TABLE OF CONTENTS




PAGE NUMBER


Independent Auditor's Report                              F-2
Financial Statements:
Consolidated Balance Sheet                                F-3
Consolidated Statements of Operations                     F-4
Consolidated Statements of Changes in
Stockholders' Deficit                                     F-5
Consolidated Statements of Cash Flows                     F-6
Notes to Consolidated Financial Statements                F-8


F-1









INDEPENDENT AUDITOR'S REPORT



To The Stockholders and Board of Directors
Teletrak Environmental Systems, Inc. and Subsidiaries
Webster, Massachusetts


We have audited the accompanying consolidated balance sheet of
Teletrak Environmental Systems, Inc. and Subsidiaries as of
December 31, 2001, and the related consolidated statements of
operations, changes in stockholders' equity and cash flows for
each of the two years in the period ended December 31, 2001. These
consolidated financial statements are the responsibility of the
Company's management. Our responsibility is to express an opinion
on these consolidated financial statements based on our audits.

We conducted our audits in accordance with auditing standards
generally accepted in the United States of America. Those standards
require that we plan and perform the audit to obtain reasonable
assurance about whether the consolidated financial statements are
free of material misstatement.  An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the
consolidated financial statements. An audit also includes assessing
the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis
for our opinion.

In our opinion,the consolidated financial statements referred to
above present fairly, in all material respects, the consolidated
financial position of Teletrak Environmental Systems, Inc. and
Subsidiaries as of December 31, 2001, and the consolidated results
of its operations and its cash flows for each of the two years in the
period ended December 31, 2001, in conformity with accounting
principles generally accepted in the United States of America.

The accompanying consolidated financial statements have been prepared
assuming that the Company will continue as a going concern.
As disclosed in the financial statements, the Company has an
accumulated deficit at December 31, 2001 and has suffered substantial
net losses in each of the last two years and is not in compliance with
debt covenants, which raise substantial doubt about the Company's
ability to continue as a going concern.  Management's plans in regard
to these matters are disclosed in Note 1. The consolidated financial
statements do not include any adjustments that might result from the
outcome of this uncertainty.


Worcester, Massachusetts
May 20, 2002
F-2

TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES
Consolidated Balance Sheet December 31, 2001

ASSETS
Current assets


Cash
                         $          7,994

Accounts receivable,
net of allowance
for doubtful
accounts of $14,084
                                  153,225

Inventory, net                    173,860

Prepaid expenses
and other current
assets                             10,242


                                  _______
                                  345,321




Property and
equipment, net                    90,043

Other assets
Goodwill,
net of accumulated
amortization of $35,473          346,302

Cash surrender value
of Life Insurance,
net of loans                      16,059


                                 _______
                                 362,361



Total assets                  $  797,725


Liabilities and stockholders' deficit

Current liabilities

Bank line of credit       $      400,000

Current portion
of long-term debt                  7,617

Note payable, stockholder        130,000

Accounts payable                 273,438

Due to related parties           389,423

Accrued expenses and
other current liabilities         80,459


                               _________
                               1,280,937
Commitments and
contingencies                          -


Stockholder's deficit          (483,212)




Total liabilities
and stockholders'
deficit                     $   797,725


See independent
auditors report and
accompanying notes
to consolidated
financial statements


F-3


TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
For the Years Ended December 31, 2001 and 2000

                        2001                              2000

Net sales	 $   1,350,478 		          $   2,102,956

Cost of
goods sold            1,167,608                       1,317,333
                      _________                       _________
Gross profit            182,870                         785,623
                      _________                       _________
Operating expenses
Selling, general,
and administrative      685,604                         791,159
                      _________                       _________
Loss from operations   (502,734)                         (5,536)
                      __________                      _________
Other income (expense)
Interest expense        (55,769)                        (67,781)
Office closing expense        -                         (78,197)
Loss on disposal
of fixed assets          (4,397)                              -
Miscellaneous income      7,316                           8,663
                       _________                      __________
                        (52,850)                       (137,315)
                       _________                      __________
Net loss          $    (555,584)                   $   (142,851)
                       =========                      ==========
Loss per common share     (0.07)                          (0.02)
                       _________                      __________
Weighted average
number of shares
outstanding            7,713,182                       7,713,182
                      ==========                      ==========







See independent auditors report and
accompanying notes to consolidated financial statements

F-4

TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES
Consolidate Statements of Changes in Stockholders' Deficit
December 31, 2001 and 2000


             Common Stock      Additional   Accumulated  Stockholders
             Stockholders'        Paid-In
             Shares  Amount       Capital    Deficit       Deficit

January 1,
2000       7,713,182  $  7,694   $ 1,516,434  $(1,308,905)   215,223


Net loss           -         -             -     (142,851)  (142,851)
            _________    ______    _________    __________  _________

December 31,
2000         7,713,182    7,694     1,516,434    (1,451,756)    72,372

Net loss            -         -             -      (555,584)  (555,584)
             _________    ______    _________      __________   ________

December 31,
 2001         7,713,182  $ 7,694  $1,516,434	 $(2,007,340) $(483,212)






















See independent auditors report and
accompanying notes to consolidated financial statements

F-5

TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
For the Years Ended December 31, 2001 and 2000

                         2001                  2000
Cash flows from operating activities


Net loss                $(555,584)        $(142,851)


Adjustments to reconcile net loss to net cash provided by
operating activities:

Loss on disposal
of fixed assets            4,397                  -


Provision for
doubtful accounts
                         (27,752)            (8,164)



Reserve for
obsolete inventory       115,908              7,800


Depreciation and
amortization             61,420              66,386




(Increase) decrease in:

Accounts receivable      56,260            223,908

Inventory               182,097            (35,674)

Prepaid expenses and
other current assets     (5,324)            11,103

Increase (decrease) in:
Accounts payable and
accrued liabilities      42,353           (102,722)


Due to related parties  162,778             25,083
Net cash provided by
operating activities     36,553             44,869

Cash flows from
investing activities

Proceeds from the
sale of rental equipment     -              23,810

Purchases of property
and equipment                -              (1,382)

Increase in
other assets                 -              (6,775)

Change in cash
surrender value
of life insurance       10,395             (11,391)
Net cash provided
by investing
activities              10,395               4,262
Cash flows from
financing activities


Repayments of
stockholder
note payable                 -            (20,000)

Repayments of
long-term debt         (43,554)           (47,450)

F-6


TELETRAK ENVIRONMENTAL SYSTEMS, INC.
AND SUBSIDIARIES
Combined Statements of Cash Flows
For the Years Ended December 31, 2001 and 2000
                           2001                      2000



Net cash used for
financing activities    (43,554)                  (67,450)
                        _______                   ________

Increase(decrease)
in cash                   3,394                   (18,319)

Cash-beginning
                          4,600                    22,919
                        ________                  ________



Cash-ending
                   $      7,994               $     4,600
                   =============              ============





Supplemental disclosures of cash flows information

Cash paid during
the year for
interest              $ 42,769                 $    67,781
                      =========                ============



See independent auditors report and
accompanying notes to consolidated financial statements


F-7


TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements

1.	Nature of Operations

Teletrak Environmental Systems, Inc. (Teletrak; the Company)
was incorporated on January 5, 1983 as Helm Advanced Technology
Center, Inc.  On November 18, 1998, Teletrak, an inactive entity
at the time, effected a name change and a merger with Advanced
Environmental Systems, Inc. (AES) (together, the Companies). The
merger was consummated through an exchange of shares that resulted
in the former AES shareholders receiving control of Teletrak.
The merger was accounted for as a recapitalization and has been
treated as a capital transaction for accounting purposes. In
accordance with the merger, Teletrak issued 3,750,000 shares of
its common stock to the stockholders of AES in exchange for the
outstanding common stock of AES. In connection therewith, AES's
historic capital accounts were retroactively adjusted to reflect
the equivalent number of shares issued by Teletrak in the
transaction while AES's historical accumulated deficit was
carried forward.

LTC Teletrak, Inc. (LTC) was incorporated on February 18, 1999 as
TES Acquisition Corp. and is a wholly-owned subsidiary of the Company.

Teletrak, Inc. is engaged principally in the manufacturing, selling
and renting of vacuum blasting equipment throughout North America.
AES is engaged in the marketing, distribution and licensing of
industrial pumps and related equipment used primarily in
environmental remediation, also throughout North America.

As shown in the consolidated financial statements,the Company has
incurred a net loss of $555,584 in 2001 and has an accumulated
deficit of $2,007,340 at December 31, 2001. Management is continuing
to develop a plan to improve its cash position by focusing its sales
on profitable product lines of environmental remediation equipment,
as well as, vacuum blasting equipment. Management is seeking to
enhance the Company's financial position by obtaining permanent
additional financing. Management believes that the revenues being
generated from operations, short-term lines of credit and proceeds
from the sales of common stock in anticipated private placements will
provide sufficient liquidity to meet the Company's working capital
needs for the
                                  F-8



TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements
For the Years Ended December 31, 2001 and 2000


remainder of the fiscal year ending December 31, 2002. There can
be no assurance, however, that the Companies' operations
will be sustained or be profitable in the future, that adequate
sources of financing will be available at all, when needed or on
commercially acceptable terms, or that the Companies' product
development and marketing efforts will be successful. The
consolidated financial statements do not include any adjustments
relating to the recoverability and classification of recorded assets,
or the amounts and classification of liabilities that might be
necessary in the event the Company cannot continue in operation.


2.	Summary of Significant Accounting Policies

Basis of Presentation
The consolidated financial statements include the accounts of Teletrak
Environmental Systems, Inc. and its wholly-owned subsidiaries,
Advanced Environmental Systems, Inc. and LTC Teletrak, Inc. All
significant intercompany balances and transactions have been
eliminated in consolidation.

Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results
could differ from those estimates.

Inventory
Inventory is stated at the lower of cost or market value, with cost
determined by the first-in, first-out (FIFO) method.

				F-9



TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements
For the Years Ended December 31, 2001 and 2000

Property and Equipment and Depreciation
Property and equipment are stated at cost. Depreciation is computed
using the straight-line method at rates sufficient to write off the
cost of the applicable assets over their estimated useful lives.

Revenue Recognition
Sales revenues are generally recognized when goods are shipped.
Shipments on a consignment or demonstration basis are carried in
inventory until such items are sold. Revenue from equipment rental
is recognized as the services are rendered

Goodwill
Goodwill is amortized on a straight line basis over 20 years.

Advertising
Advertising costs are charged to operations when incurred. The amount
of advertising charged to selling, general and administrative expenses
was $0 and $42,667 in the fiscal years 2001 and 2000, respectively.

Loss Per Common Share
In 2001 and 2000, loss per common share is computed using the weighted
average number of shares of common stock outstanding during the period.
Diluted per share computations are not presented since the effect
would be anti-dilutive.

Recent Accounting Pronouncements
In July 2001, the Financial Accounting Standards Board ("FASB") issued
SFAS No. 141, "Accounting for Business Combinations," and SFAS No. 142,
"Goodwill and Other Intangible Assets." These statements modify
accounting for business combinations after June 30, 2001 and will
affect the Company's treatment of goodwill and other intangible assets
at the start of the year 2002. The statements require that goodwill be
reviewed for possible impairment. The Company does not expect the
adoption of this statement to result in significant impairment changes
or to have a material impact on its results of operations.
					F-10
TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements
For the Years Ended December 31, 2001 and 2000

2. Summary of Significant Accounting Policies (Continued)

In June 2001, the FASB issued SFAS No. 143, "Accounting for Asset
Retirement Obligations." SFAS 143 addresses financial accounting and
reporting for obligations associated with the retirement of tangible
long-lived assets and the associated asset retirement costs. The
Company does not expect the adoption of this statement to have a
material impact on its results of operations.

In August 2001, the FASB issued SFAS No. 144,"Accounting for the
Impairment or Disposal of Long-Lived Assets." SFAS 144 addresses
financial accounting and reporting for the impairment or disposal of
long-lived assets. The Company does not expect the adoption of this
statement to have a material impact on its results of operations.


Research and Development
The Companies charge costs of research and development activities to
operations as incurred.

Long-Lived Assets
The Companies record impairment losses on long-lived assets used in
operations, including intangible assets, when events and
circumstances indicate that the assets might be impaired and the
undiscounted cash flows estimated to be generated by those assets are
less than the carrying amounts of those assets.

Income Taxes
The Companies account for income taxes according to the liability
method. Under this method, deferred tax assets and liabilities are
determined based on differences between financial reporting and income
tax bases of assets and liabilities and are measured using enacted
tax rates and tax laws that will be in effect when the differences are
expected to reverse.  The primary component of the Companies' deferred
tax asset as of December 31, 2001, which is fully reserved, is a net
operating loss carryforward.

				F-11


TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements
For the Years Ended December 31, 2001 and 2000

2. Summary of Significant Accounting Policies (Continued)
Reclassifications
Certain amounts previously reported in the 2000 financial statements
have been reclassified to facilitate comparability with the current
year presentation. These reclassifications had no effect on the 2000
net loss as previously reported.

3. Concentration of Credit Risk

The Companies sell equipment throughout North America. The Companies
perform ongoing credit evaluations of customers' financial condition
and generally do not require collateral. Receivables from three
customers represented 58% of total accounts receivable outstanding at
December 31, 2001.

The Companies also have a concentration of credit represented by cash
balances in a certain large commercial bank in amounts which
occasionally exceed current federal deposit insurance limits.
The financial stability of this institution is continually reviewed
by senior management.

4.	Inventory

	Inventory consists of the following:

	Finished goods                     	$  111,812
        Components and replacement parts           210,756
                                                   _______
                                                   322,568
        Less - inventory reserves                  148,708
                                                   _______
        Total                                   $  173,860
                                                   =======
5.	Property and Equipment

	The major components of property and equipment are:

        Machinery and equipment                 $  205,248
        Motor vehicles                              21,557
        Office equipment                            81,120
                                                   _______
                                                   307,925
        Less - accumulated depreciation            217,882
                                                   =======
                Net property and equipment      $   90,043
                                                   =======
F-12


TELETRAK ENVIRONMENTAL SYSTEMS, INC.
AND SUBSIDIARIES

Notes to Consolidated Financial Statements
For the Years Ended December 31, 2001 and 2000

6. Bank Line of Credit

AES had a revolving bank loan obtained pursuant to a $400,000 demand
line of credit, secured by all of its assets, which expired on
December 31, 2000 and was not renewed. Subject to various provisions
of the loan agreement, including timely payment of interest and
certain financial and operating covenants, no principal payment is
required unless the borrowing base fails to exceed the amount
advanced on the loan. The covenants include restrictions on the
Companies regarding additional indebtedness, dividends and
distributions, mergers and acquisitions and purchase of property
and equipment and require the Companies to meet certain financial
ratios. Borrowings permitted under the line of credit are based on
certain accounts receivable and inventory levels. Interest on amounts
outstanding is calculated at the bank's base rate plus 1.50% (6.25% at
December 31, 2001) and is payable monthly in arrears.

At December 31, 2001, the Company had not repaid the line of credit
as demanded by the bank, and is in violation of both financial
covenants. The Company is in the process of executing a forbearance
agreement from the bank until September 30, 2002.

After December 31, 2001, the Company began paying the bank $10,000
a month towards principal. The Company had to borrow the amount paid
to the bank from it's main shareholder.


7. Long-Term Debt

Long-term debt consists of the following:

Teletrak and LTC note payable to a stockholder
in monthly installments of $2,581 including  interest
at 10% per annum through March 2002.                    $7,641
                                                        ______
                                                         7,641
                Less - current maturities                7,641
                                                        ______
                Long-term portion                       $    -
                                                        =======

F-13



TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements
For the Years Ended December 31, 2001 and 2000


8. Related Party Transactions

Note Payable, Stockholder
The balance of $130,000 represents cash advanced to the Companies by
the main stockholder under a promissory note payable on demand.
Interest on the unpaid balance is payable monthly at 10% per annum.
During 2001 and 2000, the Companies incurred interest expense of
approximately $13,000 and $14,500, respectively. The $13,000 from 2001
remains unpaid at December 31, 2001.

Due to Related Parties
The balance represents amounts due to three entities controlled by
three separate Company stockholders as follows:

                 Balance at December 31, 2001

		The Companies rent their premises
		 on a month to month basis and
		purchase supplies ($24,000 and
		$101,468, respectively, during 2001
		and $0 and $25,992, respectively
		during 2000) from the first entity.
                $87,500 of the total due to this
		related party is for unpaid rent at
                December 31, 2001.                $  231,560

		The Companies purchase supplies
                from the second entity ($5,115 in
                2001 and $16,873 in 2000).            71,440


		The Companies purchased inventory
                ($17,239 in 2001 and $44,758 in 2000)
                from the third entity, which also earned
                commissions on sales of the Companies'
                products ($14,956 in 2001 and $14,750
                in 2000).                              86,423
                                                      _______
                                                      389,423
                                                      =======

F-14

TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements
For the Years Ended December 31, 2001 and 2000

9. Income Taxes

During 2001, the Company recorded deferred tax assets for the benefit
of net operating losses in the amount of $101,000. The cumulative
amount of these assets, which is $437,000 at December 31, 2001, is
fully reserved. Due to the Company's history of operating losses,
management has concluded that realization of the benefit is not likely.
The Company's ability to utilize its net operating loss carryforwards
may be subject to an annual limitation in future periods pursuant to
Section 382 of the Internal Revenue Code of 1986, as amended, if
additional transactions and/or ownership changes take place. Net
operating losses of the pre-merger public entity, old Teletrak, are
subject to a Section 382 limitation and any potential benefit is
considered de minimis.

The reconciliation of income tax attributable to operations computed
at the U.S. federal statutory tax rates to the Company's effective
income tax rate for the years ended December 31, 2001 and 2000 is as
follows:

Tax benefit at U.S. statutory rates                  (34.0)%

State income tax benefit, net of federal tax effect   (6.0)%

Effect of net operating loss carryforwards/
Valuation allowance                                   40.0%
                                                      _____
Total                                                  0.0%
                                                      ======
At December 31, 2001, the Company has federal net operating loss
carryforwards of $1,717,000 which begin to expire in the year 2013.
Additionally, the Company has Massachusetts state net operating losses
to carry forward which expire as follows:

Year Ending
December 31,                                     Amount
2002                                          $   427,000
2003                                              113,000
2004                                              607,000
2005                                              135,000
2006                                              435,000
                                               __________
                                               $1,717,000
                                               ==========
F-15


TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements
For the Years Ended December 31, 2001 and 2000


10.	Stockholders' Equity

Preferred Stock
There are 5,000,000 authorized shares of cumulative preferred
stock with a par value of $.001. There are no shares issued or
outstanding at December 31, 2001 or 2000. The preferred stock
has a liquidation value at par plus accrued dividends, if any,
and is non-voting stock.

Common Stock
Common stock consists of voting stock with a par value of $.001.
There are 25,000,000 shares authorized with 7,713,182 shares issued
and outstanding at December 31, 2001 and 2000.

Warrants
At December 31, 2000 the Company had outstanding 2,386,466 warrants,
each to purchase one share of common stock at $2.00 per share. The
warrants were exercisable through September 27, 2001
All of the above warrants have expired without being exercised as of
December 31, 2001.

11.	Commitments and contingencies


At December 31, 2001, there were lawsuits pending that arose in the
ordinary course of business, which related to non-payment of debts
to vendors. The Company is currently negotiating settlement of these
debts with the creditors involved. In the opinion of management,
final disposition of these lawsuits is not expected to have a
material adverse effect on the Company's financial position or
results of operations.


F-16


TELETRAK ENVIRONMENTAL SYSTEMS, INC.  AND SUBSIDIARIES

Notes to Consolidated Financial Statements
For the Years Ended December 31, 2001 and 2000


12.	Office Closing Expense

During the first quarter of 2000, the Company closed an office in
Virginia. Office closing expense consisted of the write-off of
inventory which was purchased when the Company purchased LTC and was
subsequently determined to be worthless and rental costs to store
certain inventory and office equipment, which were later moved to
Massachusetts. These costs are shown within other income and expense
as they do not relate to normal recurring business operations.









see independent auditor's report

F-17


SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) of the Securities
Act of 1934, the registrant has duly caused this report to be signed
on behalf of the undersigned, thereunto duly authorized.


Signature	Title	Date

______________________	Chairman of the Board
Gerd E. Reinig

______________________	Director, President and
Gerald P. McNamara	Chief Executive Officer

______________________	Director
Heinz Buhr

______________________	Director
Glen Wegner

______________________	Director
William P. Gagnon


















F-18