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, 2000 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
incorporation or organization)     (IRS Employer 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, 2000 were $2,102,956.
The aggregate market value of the voting stock held by non-affiliates of the
Registrant at March 23, 2001 was approximately $2,289,960 based on the average
bid and asked prices as reported by the NASDQ Electronic Bulletin Board. For
these purposes, the term "affiliates" is deemed to mean the officers and
directors of the registrant.

At March 23, 2001, there were 7,731,932 shares of common stock outstanding.
Documents Incorporated by Reference:None
Transitional Small Business Format:Yes No X








ii







TABLE OF CONTENTS
FORM 10-KSB / A
												PAGE
PART I
        Item 1. Business.............................  1
        Item 2. Properties...........................  5
        Item 3. Legal Proceedings....................  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


















iii

PART I

ITEM 1. BUSINESS
FORWARD LOOKING STATEMENTS
	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 the Teletrak
      Environmental Systems, Inc.'s products; building a sales and
      marketing initiative; growth potential in the year 2001; 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 was,
par value .001, 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.
1



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.




2




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 $40,000 and $150,000 on research and development
      during 2000 and 1999, respectively. During 2000, the Company was
      reimbursed for approximately $39,000 of its research and development
      costs by the Department of Energy as explained below. These amounts
      are included in the cost of goods sold 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 a certain R & D costs. The
      Company will retain ownership of all intellectual property resulting
      from this contract.

Marketing and Distribution
	The Company has one sales person. 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 of 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 2000 which equaled or exceeded 10% of the Company's
      total sales. In 1999 sales to one of the Company's customers represented
      approximately 22% of the Company's total sales.



3



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:




4




Patents	Title		Applications or Patent Number		Status



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















5


Employees

The Company currently has approximately 10 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. Under
the terms of the lease, AES was not required to pay any rent for the
year ended December 31, 2000. The term of the lease is month-to-month.


ITEM 3. LEGAL PROCEEDINGS:None.


ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS: None.




















6






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

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



1999
First Quarter		 .875			 .04
Second Quarter           .6875                   .25
Third Quarter		 .5			 .2813
Fourth Quarter		 .375			 .1875


The ask and bid prices cited herein for 2000 and 1999 have been obtained
from the Electronic Bulletin Board quotation system of the NASD.
At March 23, 2001, the bid and ask prices for the Company's Common Stock
obtained from the Electronic Bulletin Board of the NASD, were $.386 and
$.625, respectively.

Holders

The Company is advised by American Stock Transfer & Trust Company, its
agent, that there were approximately 304 holders of record of the Company's
Common Stock at March 23, 2001.

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,


7


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                                             2000           1999

Advanced Environmental Systems (AES)
                                                   $2,102,956      1,949,743


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 $(448,603) at December 31, 2000
compared to $(347,759) at December 31, 1999 due to a lower accounts receivable
balance at December 31, 2000 as a result of lower fourth quarter sales.

The Company presently has outstanding 2,386,466 warrants, issued to
pre-merger stockholders or warrant holders of AES and the Company, to purchase
shares of common stock which, if all were exercised, could result in gross
proceeds to the Company of approximately $2,386,000.

All Warrants will expire October 31, 2001, however, there is no assurance
that the Warrants will be exercised and that Company will receive the proceeds
therefrom.



8

The Company has a $400,000 revolving line of credit with a major bank,
secured by substantially all of the assets of the Company. At December 31,2000,
the line of credit expired and is not expected to be renewed by the bank.
Also at December 31, 2000, the Company was not in compliance with either of
the required financial covenants under this line of credit and had not received
a waiver of these requirements from the bank.

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, 2001.

Selected Operations Data for AES follows:
                                            Years ended

                              Dec 31, 2000               Dec 31, 1999


Product Sales                 $2,102,956                 $1,949,743

Cost of Sales                  1,265,593                  1,310,486

Gross Profit                     837,363                    639,257

SGA&A, Eng. R&D                  842,899                  1,271,442

Loss from operations              (5,536)                  (632,185)

Other income(expense)
Interest expense                 (67,781)                   (43,800)
Plant closing expense            (78,197)                         -
Miscellaneous income               8,663                      4,947
                                =========                  =========
                                (142,851)                  (671,038)
Net Loss
Balance Sheet Data
Current Assets                   663,116                    880,408
Current Liabilities            1,111,719                  1,228,167
                                =========                 =========
Working capital                ( 448,603)                  (347,759)

Total assets                   1,191,732                  1,479,672


Long term obligations              7,641                     36,282

Weighted number of
shares outstanding             7,731,932                  7,731,932

Loss per common share              (0.02)                     (0.09)

Shareholders Equity              $72,372                  $ 215,223

9


Analysis of Operations for Fiscal 2000 & 1999

Fiscal 2000

The net operating loss of $632,185 for 1999 decreased to a net operating
loss of $5,536 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.

Fiscal 1999

The net operating loss of $129,847 for 1998 increased to a net operating loss
of $632,185 for fiscal year 1999. The loss was a result of investments in the
acquisition of LTC, management and staff, the costs of the Merger and becoming
a public company, and the investment for developing an abrasive vacuum blasting
and recovery/recycling system.

In 1999, a chief financial officer was added to the Company's
management team. In management's opinion, this position was needed to insure
proper financial reporting. During the first quarter of 2000, the chief
financial officer left the Company and was replaced on a part time basis.

During 1999, AES successfully developed, designed, and tested equipment
capable of vacuuming, and recycling Bar Shot blasting abrasive. This abrasive
is becoming more widely used by the shipbuilding industry because of its
increased productivity over conventional abrasives. The Company's equipment
is capable of recycling the abrasive four times, thus substantially reducing
abrasive consumption, acquisition cost for the abrasive and, more importantly,
drastically reducing solid waste disposal costs. Testing of the technology was
completed at Ingalls Shipyard, a Division of Litton Industries, a large
shipbuilding facility in Pascagoula, MS. Ingalls subsequently placed
a $131,000 order for a system that was delivered and successfully started up
                                                            Continued --

10

in the first quarter of 1999. This was the first system developed to recycle
this special abrasive. The Company received substantial subsequent orders
from Ingalls at the end of fiscal year 1999, amounting to over $321,000 for
some of its' rental equipment as well as ancillary products.

Demand for the Company's technologies increased sales in 1999 by
approximately 23% to $1,949,743. Management believes that improved
manufacturing efficiencies and better cost controls should position the
Company to achieve better margins in the future. The Company's tools and
jet pump vacuum technology is being used extensively in the decontamination
of Yankee Atomic Facility in Rowe, MA ("Yankee").Such facility is the first
commercial nuclear plant in the United States to be decommissioned and
decontaminated. Based on the success at Yankee, the Company is expecting
significant business in other commercial nuclear plants slated for
decommissioning by the Nuclear Regulatory Commission.

















11





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 year ended December 31, 2000 there were no
        disagreements with its auditing firm, Carlin, Charron & Rosen, LLP
        on any matters.

	On January 25, 2000, the Company's Board of Directors engaged the
        independent accounting firm, Carlin, Charron & Rosen, LLP, 446 Main
        Street, Worcester, MA 01608-2359, a member of the Securities and
        Exchange Commission practice section of the AICPA, to audit the fiscal
        year ended December 31, 1999. The Company did not during the fiscal
        year ended December 31, 1999 or any subsequent period consult Carlin,
        Charron & Rosen, LLP regarding the application of accounting principles
        to a specific transaction or with respect to the type of audit opinion
        that might be rendered on the Company's financial statements.

12




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                  62              Chairman of the Board
                                                and Treasurer

Gerald P. McNamara              53              Director, President and CEO

Heinz Buhr                      50              Director

William P. Gagnon               71              Director

William McPhee                  55              Director

Glen Wegner                     62              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.

13


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, 2000, 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 $80,000 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 2000.

ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The following table provides information as of December 31, 2000, 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.

14





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

Helm Capital Group, Inc.
537 Steamboat Road
Greenwich, CT 06830
1,176,507 (1)
                                                                13.2%
Gerd Reinig
c/o Teletrak Environmental Systems, Inc.
2 Sutton Road
Webster, MA 01570
1,599,263 (2)
                                                                20.5%
Heinz Buhr
Am Hambuch 18
D53340 Meckenheim
Germany
762,750(3) 							9.9%

Gerald McNamara
C/o Teletrak Environmental Systems, Inc.
2 Sutton Road
Webster, MA 01570
568,500(6) 							7.4%

William Gagnon
c/o Teletrak Environmental Systems, Inc.
2 Sutton Road
Webster, MA 01570
600,000(4)
                                                                6.6%
Dr. Glen Wegner
c/o Teletrak Environmental Systems, Inc.
2 Sutton Road
Webster, MA 01570
412,500(5)
                                                                5.3%
William S. McPhee
c/o Teletrak Environmental Systems, Inc.
2 Sutton Road
Webster, MA 01570
209,000(7)
                                                                2.7%

All Officers and Directors as a group (6 persons)
3,152,013							53.3%

(1) Consists of 1,176,507 warrants owned by Helm Capital Group, Inc. to purchase
    shares of Common Stock at $2.00 per share, expiring November 18, 2001.
(2) Includes 966,250 shares of Common Stock owned by Gerd Reinig, 300,000 shares
    of Common Stock owned by his wife, Karola Reinig and 80,000 warrants owned
    by Mr. Reinig to purchase Common Stock at $2.00 per share, expiring November
    18, 2001.

 15


(3) Owned by Buhr GmbH, a German corporation, of which Mr. Buhr is a Partner and
    the Chief Executive Officer.
(4) Owned by Arland Tool & MFG, Inc., a Massachusetts corporation, of which
    Mr. Gagnon is the Chief Executive Officer. Also includes 200,000 warrants
    owned by Arland Tool and MFG, Inc. to purchase shares of Common Stock at
    $2.00 per share. The warrants expire on November 18, 2001.
(5) Includes 187,500 shares of Common Stock owned by Dr. Wegner, 150,000 shares
    of Common Stock owed by his wife, Lynn Wegner, and 75,000 warrants owned by
    Dr. Wegner to purchase shares of Common Stock at $2.00 per share. The
    warrants expire on November 18, 2001.
(6) Includes 368,750 shares of Common Stock owned by Mr. McNamara and 199,750
    shares of Common Stock owned by his wife, Tomi McNamara.
(7) Consists of 209,000 shares owned by Dunedin Inc, a company controlled by
    Mr McPhee.

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.
    On August 23, 1999, the Company's Chairman, Gerd Reinig purchased 253,013
    shares of Common Stock from Helm increasing his percentage ownership of the
    Company to approximately 20.5%.

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

(a) Exhibits
       Exhibit Number    Description          Location

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

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





16
       Exhibit Number    Description          Location

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


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


              3.5        Certificate of       Incorporated by reference to
                         Amendment to         Exhibit B to the
                         the Certificate      Company's Information Statement
                         of Incorporation     filed on September 4, 1998


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


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




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






(b) Reports on Form 8-K - None




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
William P. Gagnon
______________________	Director
Glen Wegner






















18

We have audited the accompanying consolidated balance sheet of Teletrak
Environmental Systems, Inc. and Subsidiaries as of December 31, 2000, 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, 2000. 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,
2000, and the consolidated results of its operations and its cash flows for
each of the two years in the period ended December 31, 2000, 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,
2000, 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
March 23, 2001







                                F-2

             TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES
                       Consolidated Balance Sheet
                           December 31, 2000

                                ASSETS

Current assets


Cash                                                       $        4,600

Accounts receivable, net of allowance for doubtful                181,733
accounts of $41,836

Inventory, net                                                    471,865

Prepaid expenses and other current assets                           4,918
                                                          ---------------
                                                                  663,116

Property and equipment, net                                       143,360
                                                           ---------------
Other assets

Intellectual property, patents and goodwill,
net of accumulated amortization of $22,973                        358,802






Cash surrender value of life insurance,
net of loans                                                       26,454
                                                          ________________
                                                                  385,256
                                                           _______________
                                                             $   1,191,732
                                                             =============

Liabilities and stockholders' equity
Current liabilities
Bank line of credit                                        $      400,000
Current portion of long-term debt                                  43,530
Note payable, stockholder                                         130,000
Accounts payable                                                  234,995
Due to related parties                                            226,645
Accrued expenses and other current liabilities                     76,549
                                                            _____________
                                                                1,111,719

Long Term debt, net of current portion                              7,641
                                                            -------------
                                                                1,119,360

Commitments and contingencies                                        -


Stockholder's equity                                               72,372
                                                            -------------

Total liabilities and stockholders' equity                  $   1,191,732
                                                             =============

                      See independent auditor's 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, 2000 and 1999

                                        2000              1999
Net sales                          $   2,102,956  $   1,949,743
Cost of goods sold                          1,265,593      1,310,486
                                        -------------  -------------

Gross profit                                  837,363        639,257
                                         -------------  -------------
Operating expenses
    Advertising                                42,669         55,234
    Selling, general, and
    administrative                            800,230      1,216,208
                                          -------------  -------------
                                              842,899      1,271,442
                                          -------------  -------------
Loss from operations                           (5,536)      (632,185)

                                          -------------  -------------


Other income (expense)
    Interest expense                          (67,781)       (43,800)
    Office closing expense                    (78,197)          -
    Miscellaneous income                        8,663          4,947
                                        -------------  -------------

                                             (137,315)       (38,853)
                                        -------------  -------------

Net loss                                $    (142,851) $    (671,038)
                                        ============== =============

Loss per common share                   $       (0.02)         (0.09)
                                        -------------  -------------

Weighted average number of
shares outstanding                          7,731,932      7,731,932







                See independent auditor's report and
        accompanying notes to consolidated financial statements

                                F-4


        TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES
        Consolidate Statements of Changes in Stockholders' Equity

                    December 31, 2000 and 1999


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

January 1, 1999
              7,252,927  $7,253   $1,172,875      $(637,867)     $ 542,261

Issuance of
common stock    479,005     441      343,559          -            344,000

Net loss            -        -            -        (671,038)      (671,038)
              ---------   -----    ---------      ----------     ----------

12/31/1999    7,731,932   7,694    1,516,434     (1,308,905)       215,223

Net loss           -        -          -           (142,851)      (166,851)
              ---------  ------    ---------      ----------     ----------

12/31/2000    7,731,932  $7,694   $1,516,434    $(1,451,756)    $   48,372
              ========= =======   ==========    ============    ===========




























                See independent auditor's 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, 2000 AND 1999

                                                2000             1999
Cash flows from operating activities

Net loss                                $    (142,851)  $    (671,038)

Adjustments to reconcile net loss
 to net cash provided by (used for)
 operating activities:
  Provision for doubtful accounts              (8,164)         20,000
  Reserve for obsolete inventory                7,800          25,000
  Depreciation and amortization                66,386          61,138
   (Increase) decrease in:
    Accounts receivable                       223,908        (196,184)
    Inventory                                 (35,674)       (103,893)
    Prepaid expenses and
    other current assets                       11,103          27,984
  Increase (decrease) in:
    Accounts payable and
    accrued liabilities                      (102,722)        134,349
    Due to related parties                     25,083         128,266
                                          ------------     ----------

Net cash provided by (used for)
operating activities                           44,869        (574,378)
                                          ------------     -----------


Cash flows from investing activities
  Proceeds from the sale of
  rental equipment                             23,810           -
  Purchases of property and equipment          (1,382)        (87,559)
  Increase in other assets                     (6,775)        (86,000)
  Change in cash surrender value
  of life insurance                           (11,391)          3,340
                                          ------------     -----------
Net cash used for investing activities          4,262        (170,219)
                                          ------------     -----------


Cash flows from financing activities
  Net borrowings on line of credit                -           150,000
  Proceeds from stockholder note payable          -           150,000
  Repayments of stockholder note payable      (20,000)           -
  Repayments of long-term debt                (47,450)        (44,193)
  Proceeds from sale of stock                     -           135,000
  Subscription receivable                         -            80,000
                                          ------------     -----------
Net cash provided by (used for)
financing activities                          (67,450)        470,807





					Continued--






                                F-6



        TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES
                Combined Statements of Cash Flows
        For the Years Ended December 31, 2000 AND 1999


                                     2000               1999
Decrease in cash
                                  (18,319)          (273,790)

Cash-beginning                     22,919            296,709
                                 _________         __________

Cash-ending                    $    4,600        $    22,919
                               ===========       ============






Supplemental disclosures
of cash flows information

Cash paid during
the year for interest          $   67,781        $    43,800
                               ===========       ============


Summary of non-cash investing and financing activities

During the year ended December 31, 1999, LTC Teletrak, Inc. purchased the
assets of another company in exchange for $211,000 in cash, a note payable
for $80,000 and common stock valued at $209,000, of which $209 was recorded
as common stock and $208,791 as additional paid-in capital.














                See independent auditor's 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.

    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. Thus,the
    ultimate success of the Companies is dependent upon their ability to
    increase sales and to secure financing adequate to meet their working
    capital and product development needs.  Management is seeking to enhance
    the Companies' 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 remainder
    of the fiscal year ending December 31, 2001.  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.

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
                                                                   Continued --
                                       F-8


                TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES

                Notes to Consolidated Financial Statements
                For the Years Ended December 31, 2000 and 1999

2.  Summary of Significant Accounting Policies (Continued)

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.

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.

Goodwill
        Goodwill is amortized on a straight-line basis over 30 years.

Advertising
        Advertising costs are charged to operations when incurred.

Loss Per Common Share
        In 2000 and 1999, 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 antidilutive.

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.
                                                                  Continued--
                                       F-9


                TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements
                  For the Years Ended December 31, 2000 and 1999

2.  Summary of Significant Accounting Policies (Continued)

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, 2000, which is fully reserved, is a net operating loss carryforward.

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 one customer
    represent 14% of total accounts receivable outstanding at December 31,
    2000.

    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                                 $  133,128
         Components and replacement parts                  371,537
                                                        __________
                                                           504,665
         Less - inventory reserves                          32,800
                                                        __________
         Total                                          $  471,865
                                                        ==========

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
         Rental equipment                                   17,430
                                                        __________
                                                           325,355
         Less - accumulated depreciation                   181,995
                                                        __________
         Net property and equipment                     $  143,360
                                                        ==========
                                       F-10


                TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES

                      Notes to Consolidated Financial Statements
                    For the Years Ended December 31, 2000 and 1999

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. This loan has not been 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%
    (11.0% at December 31, 2000) and is payable monthly in arrears.

    At December 31, 2000, AES was not in compliance with either of its
    required financial covenants and has not received a waiver of these
    requirements from the bank.

7.  Long-Term Debt

    Long-term debt consists of the following:

        AES bank note payable in monthly installments of
        $1,959 plus interest at the bank's base rate plus 2.00%
        (11.5% at December 31, 2000), through August 2001.
        The note is secured by all of AES's assets and
        contains the same covenants as the bank line of
        credit.                                              $ 14,890

        Teletrak and LTC note payable to a stockholder
        in monthly installments of $2,581 including
        interest at 10% per annum
        through March 2002.                                    36,281
                                                             ________
                                                               51,171
        Less - current maturities                              43,530
        Long-term portion                                   $   7,641
                                                            =========
	Maturities of long-term debt at
        December 31, 2000 are as follows:

        2001                                                $  43,530
        2002                                                    7,641
                                                            _________
                                                            $  51,171
                                                            =========



                                       F-11


                TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES

                     Notes to Consolidated Financial Statements
                   For the Years Ended December 31, 2000 and 1999

8.  Related Party Transactions

    Note Payable, Stockholder
        The balance represents cash advanced to the Companies by a stockholder
        under a promissory note payable on demand. Interest on the unpaid
        balance is payable monthly at 10% per annum. During 2000 and 1999,
        the Companies paid interest of approximately $14,500 and $5,600,
        respectively.

    Due to Related Parties
        The balance represents amounts due to three entities controlled by
        three separate Company stockholders as follows:
                                                        Balance at
                                                    December 31, 2000

    The Companies rent their premises and purchase
    supplies ($0 and $25,992, respectively, during
    2000 and $24,000 and $23,022, respectively
    during 1999) from the first entity. $63,500 of
    the total due to this related party
    is for unpaid rent at December 31, 2000.            $  106,092

    The Companies purchase supplies from the second
    entity ($16,873 in 2000 and $49,452 in 1999).           66,325

    The Companies purchased inventory ($44,758 in
    2000 and $52,088 in 1999) from the third entity,
    which also earned commissions on sales of the
    Companies' products ($14,750 in 2000 and $12,000
    in 1999).                                               54,228
                                                        ___________
                                                         $ 226,645
                                                        ===========
9.  Income Taxes

    During 2000, the Company recorded deferred tax assets for the benefit of
    net operating losses in the amount of $36,000. The cumulative amount of
    these assets, which is $301,000 at December 31, 2000, 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.




                                                                  Continued --
                                       F-12


                TELETRAK ENVIRONMENTAL SYSTEMS, INC. AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements
                  For the Years Ended December 31, 2000 and 1999

9.  Income Taxes (Continued)

    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, 2000 and 1999 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, 2000, the Company has federal net operating loss
    carryforwards of $1,304,000 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                                         157,000
                                                    ____________
                                                     $1,304,000

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, 2000 or 1999.  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 7,731,932 shares issued and
        outstanding at December 31, 2000 and 1999.



                                                                 Continued --
                                       F-13


                 TELETRAK ENVIRONMENTAL SYSTEMS, INC.  AND SUBSIDIARIES

                        Notes to Consolidated Financial Statements
                     For the Years Ended December 31, 2000 and 1999

10. Stockholders' Equity (Continued)

    Warrants
        At December 31, 2000 and 1999, the Company has outstanding 2,386,466
        warrants, each to purchase one share of common stock at $2.00 per
        share. The warrants are exercisable through September 27, 2001.
        The warrants are redeemable at $.05 per warrant at the Company's option
        if the common shares trade for three consecutive days at $3.00 per
        share on any national securities exchange or if the average bid and
        asked price of the common shares in the over the counter markets is
        over $3.00 per share for three consecutive trading days.

        Shares have not been reserved for the exercise of warrants.

11. Acquisition

       In February, 1999 the Company purchased, through its wholly-owned
       subsidiary, LTC Teletrak, Inc., designated assets (including inventory,
       property and equipment and certain intangible assets) of a company and
       its subsidiary that manufactured, sold and rented vacuum blasting
       equipment. The acquisition was accounted for as a purchase and is
       included with the Companies' operations from February 28, 1999 through
       December 31, 1999. The total purchase price was $500,000 and consisted of
       $211,000 in cash, $80,000 in promissory notes bearing interest at 10% per
       annum and payable in 36 equal monthly installments and 209,000 shares of
       common stock. The purchase price was allocated among the tangible and
       intangible assets acquired based on their fair values. In addition,the
       Company assumed the seller's related service contracts and a supply
       contract, which was subsequently canceled.






                                                                Continued --

                                       F-14


                TELETRAK ENVIRONMENTAL SYSTEMS, INC.  AND SUBSIDIARIES

                        Notes to Consolidated Financial Statements
                      For the Years Ended December 31, 2000 and 1999

11. Acquisition (Continued)

    The total purchase price was allocated as follows:

    Inventory, including rental equipment               $ 100,000

    Office equipment                                       25,000

    Intangible assets (goodwill)                          375,000
                                                        _________
                                                        $ 500,000
                                                        =========
    During the period from February 28, 1999 through December 31, 1999,
    LTC Teletrak, Inc. had a net loss of $101,000 and revenues of $211,000.
    In addition, the acquired business had unaudited net losses for the
    five-month period ended February 28, 1999 and the year ended September
    30, 1998 of $206,000 and $465,000, respectively, with unaudited revenues
    in those periods of $313,000 and $1,101,000, respectively.

12. Office Closing Expense

    During the first quarter of 2000, the Company closed an office in
    Virginia. Office closing expense consists 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.


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
William P. Gagnon
______________________	Director
Glen Wegner

























                        See independent auditor's report

                                       F-15




DOCUMENT
TYPEEX-27
DESCRIPTION TELETRAK ENVIRONMENTAL SYSTEMS, INC. 2000 10-KSB / A
TEXT
TABLE S C
This schedule contains summary financial information extracted from 2000
financial statements and is qualified in its entirety by reference to such
financial statements.

PERIOD-TYPE                                     YEAR
FISCAL-YEAR-END                                 DEC-31-2000
PERIOD-START                                    JAN-01-2000
PERIOD-END                                      DEC-31-2000
CASH  4,600
SECURITIES                                      0
RECEIVABLES                                     223,569
ALLOWANCES                                      41,836
INVENTORY                                       471,865
CURRENT-ASSETS                                  663,116
PP&E                                            349,165
DEPRECIATION                                    181,995
TOTAL-ASSETS                                    1,191,732
CURRENT-LIABILITIES                             1,111,719
BONDS
COMMON                                          7,694
PREFERRED-MANDATORY                             0
PREFERRED                                       0
OTHER-SE                                        1,516,434
TOTAL-LIABILITY-AND-EQUITY                      1,191,732
SALES                                           2,102,956
TOTAL-REVENUES                                  2,102,956
CGS                                             1,265,593
TOTAL-COSTS                                     2,108,492
OTHER-EXPENSES                                  69,534
LOSS-PROVISION
INTEREST-EXPENSE                                67,781
INCOME-PRETAX                                   (142,851)
INCOME-TAX                                      0
INCOME-CONTINUING                               (142,851)
DISCONTINUED                                    0
EXTRAORDINARY                                   0
CHANGES                                         0
NET-INCOME                                      (142,851)
EPS-BASIC                                       (.02)
EPS-DILUTED                                     (.02)
TEXT
DOCUMENT
SEC-DOCUMENT
----END PRIVACY-ENHANCED MESSAGE----