<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   Form 10-QSB

(Mark One)

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

For the Quarter Ended March 31, 2002
                                       OR


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

For the transition period from _____ to _____

               Commission file number:          0-30166
                                       --------------------------------

                            CONMAT TECHNOLOGIES, INC.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

          Florida                                      23-2999072
          -------                                      ----------
(State or other jurisdiction of           (IRS Employer Identification Number)
incorporation or organization)

            Franklin Avenue and Grant Street, Phoenixville, PA 19460
            --------------------------------------------------------
                    (Address of Principal Executive Offices)


                                 (610) 935-0225
              ----------------------------------------------------
              (Registrant's telephone number, including area code)


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


        Transitional Small Business Format: YES [  ]   NO [X ]

        Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date:

Common Stock, $0.001 par value, outstanding on June 27, 2002: 2,988,083 shares


<PAGE>
                                TABLE OF CONTENTS
                                -----------------

<TABLE>
<CAPTION>

PART I. FINANCIAL INFORMATION                                                       Page
<S>            <C>           <C>                                                    <C>

               Item 1.       Financial Statements

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

                                    Consolidated Condensed Statements of Operations -
                                    Three Months Ended March 31, 2002 and 2001                     4

                                    Consolidated Condensed Statements of Cash Flows -
                                    Three Months Ended March 31, 2002 and 2001                     5

                                    Notes to Consolidated Condensed Financial Statements           6

               Item 2.       Management's Discussion and Analysis of Financial Condition
                             and Results of Operations                                             8

PART II.       OTHER INFORMATION

               Item 1.Legal Proceedings                                                           11

               Item 2.Changes in Securities and Use of Proceeds                                   11

               Item 3.Defaults Upon Senior Securities                                             11

               Item 4.Submission of Matters to a Vote of Security Holders                         11

               Item 5.Other Information                                                           12

               Item 6.Exhibits and Reports on Form 8-K                                            12

SIGNATURES
</TABLE>

                                       2
<PAGE>


ConMat Technologies, Inc. and Subsidiary
Consolidated Condensed Balance Sheets
<TABLE>
<CAPTION>
                                                                             March 31              December 31
                               ASSETS                                          2002                    2001
                                                                         ------------------      -----------------
Current Assets:                                                             (Unaudited)             (Audited)
<S>                                                                             <C>                    <C>
   Cash and cash equivalents                                                    $   28,075             $   84,315
   Accounts receivable - net                                                     2,205,871              4,512,093
   Inventories                                                                     486,486              1,048,607
   Prepaid expenses                                                                164,543                142,415
                                                                         ------------------      -----------------
                                                 Total Current Assets            2,884,975              5,787,430
Property, Plant & Equipment - held for sale                                        988,423              1,046,978
Deferred Income Taxes                                                            1,125,493              1,125,493
Other Assets                                                                       212,690                216,285
                                                                         ------------------      -----------------
                                                         Total Assets          $ 5,211,581            $ 8,176,186
                                                                         ==================      =================
                LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
   Line of credit                                                              $ 1,029,791            $ 2,818,893
   Current portion of long-term debt                                               997,439              1,020,846
   Current portion of capital lease obligations                                     22,946                 28,229
   Accounts payable                                                              3,404,402              3,227,633
   Legal settlement payable                                                      1,435,000              1,500,000
   Accrued expenses                                                                659,700                492,490
                                                                         ------------------      -----------------
                                            Total Current Liabilities            7,549,278              9,088,091

Long-Term Debt                                                                   1,788,807              1,796,106
Obligations Under Capital Leases                                                     9,972                 14,259
Other Liabilities                                                                  479,095                479,095
                                                                         ------------------      -----------------
                                                    Total Liabilities            9,827,152             11,377,551
Stockholders' Equity (Deficiency):
   Series A preferred stock - $.001 par value, 1,500,000
      shares authorized, 713,250 shares issued and outstanding                         713                    713
   Series B Preferred Stock - $.001 par value, 166,667
      shares authorized, issued and outstanding                                    500,000                500,000
   Series C preferred stock - $.001 par value, 446,150
      shares authorized, 382,500 issued and outstanding                                383                    383
   Common stock - $.001 par value, 40,000,000 shares
      authorized, 2,988,083 shares issued, 2,607,758 outstanding                     2,988                  2,988
   Additional paid-in capital                                                    (649,838)              (649,838)
   Accumulated deficit                                                         (4,253,677)            (2,839,471)
   Cost of common shares in treasury, 380,325  shares                            (166,140)              (166,140)
   Less: Receivables for shares sold                                              (50,000)               (50,000)
                                                                         ------------------      -----------------
                                       Total Stockholders' Deficiency          (4,615,571)            (3,201,365)
                                                                         ------------------      -----------------
                       Total Liabilities and Stockholders' Deficiency          $ 5,211,581            $ 8,176,186
                                                                         ==================      =================
</TABLE>

See notes to consolidated condensed financial statements

                                       3
<PAGE>


ConMat Technologies, Inc. and Subsidiary
Consolidated Condensed Statements of Operations
(Unaudited)
<TABLE>
<CAPTION>
                                                                                  Three Months Ended March 31
                                                                                     2002              2001
                                                                                --------------    -------------
<S>                                                                              <C>                <C>
Net Sales to Customers                                                           $   1,492,115      $ 3,589,407
Cost of Goods Sold                                                                   1,531,113        2,689,192
                                                                                --------------    -------------
                                  Gross (Loss) Profit                                 (38,998)          900,215

Selling, General and Administrative Expenses                                         1,031,227          718,871
Corporate Expenses                                                                     205,022           97,752
                                                                                --------------    -------------
                              Operating (Loss) Income                              (1,275,247)           83,592

Other Income (Expense):
   Interest expense                                                                  (128,762)        (119,356)
   Legal settlement expense                                                           (85,000)                -
   Rental income                                                                        74,802           66,411
                                                                                --------------    -------------
                     (Loss) Income Before Tax Expense                              (1,414,207)           30,647

Income Tax Expense                                                                                        9,200
                                                                                --------------    -------------
                                    Net (Loss) Income                            $ (1,414,207)      $    21,447
                                                                                ==============    =============

Net (loss) earnings per Common Share:
      Basic                                                                      $      (0.56)      $         -
                                                                                ==============    =============

      Diluted                                                                    $      (0.56)      $         -
                                                                                ==============    =============

Weighted average number of common shares outstanding:

      Basic                                                                          2,607,758        2,630,174
                                                                                ==============    =============

      Diluted                                                                        2,607,758        2,630,174
                                                                                ==============    =============
</TABLE>



See notes to consolidated condensed financial statements

                                       4
<PAGE>

ConMat Technologies, Inc. and Subsidiary
Consolidated Condensed Statements of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
                                                                     Three Months Ended March 31
                                                                  --------------------------------
                                                                      2002                2001
                                                                  -------------      -------------
<S>                                                                <C>                  <C>
Cash Flows from Operating Activities:
   Net (loss) earnings                                             $(1,414,207)         $   21,447

   Adjustments to reconcile to net cash provided by (used in)
      operating activities:
         Depreciation and amortization                                   54,285             68,218
         Legal settlement expenses                                     (65,000)                  -
   Changes in assets and liabilities:
      (Increase) decrease in assets
         Accounts receivable                                          2,306,222            151,228
         Receivable relating to Eastwind claim                                -           (75,000)
         Inventories                                                    562,121            271,872
         Prepaid expenses                                              (22,129)           (96,797)
         Other assets                                                     7,867            (8,198)
      Increase (decrease) in liabilities
         Accounts payable                                               176,769          (303,895)
         Accrued expenses                                               167,210          (135,099)
                                                                  -------------      -------------
           Net Cash Provided By (Used In) Operating Activities        1,773,138          (106,224)

Cash Flows from Investing Activities:
   Purchase of property and equipment                                                    (101,086)
                                                                  -------------      -------------
                         Net Cash Used In Investing Activities                0          (101,086)

Cash Flows from Financing Activities:
   Net borrowings (repayments) under lines of credit                (1,789,102)            274,833
   Repayments of term notes                                            (30,706)           (30,163)
   Repayments of capital lease obligations                              (9,570)           (27,374)
   Purchases of treasury stock                                                -           (69,302)
   Payments of Series B preferred dividends                                   -           (10,000)
   Payments of Series C preferred dividends                                   -           (24,959)
   Recapitalization costs                                                     -            (5,000)
                                                                  -------------      -------------
            Net Cash (Used In) Provided By Financing Activities     (1,829,378)            108,035

                       Net Decrease in Cash & Cash Equivalents         (56,240)           (99,275)

Cash and Cash Equivalents at Beginning of Period                         84,315            153,038
                                                                  -------------      -------------
Cash and Cash Equivalents at End of Period                         $     28,075         $   53,763
                                                                  =============      =============

Supplemental Cash Flow Information:
   Cash paid for interest                                          $    110,758         $  119,356
                                                                  =============      =============
   Cash paid for income taxes                                      $          -         $   58,670
                                                                  =============      =============
</TABLE>

See notes to consolidated condensed financial statements



                                       5

<PAGE>

ConMat Technologies, Inc and Subsidiary

NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS

NOTE A - INTERIM FINANCIAL INFORMATION

         The financial statements of ConMat Technologies, Inc. as of March 31,
2002 and 2001, and for the three months then ended and related footnote
information are unaudited. All adjustments (consisting only of normal recurring
adjustments) have been made which, in the opinion of management, are necessary
for a fair presentation. Results of operations for the three months ended March
31, 2002 are not necessarily indicative of the results that may be expected for
any future period. The balance sheet at December 31, 2001 was derived from
audited financial statements.

         Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted. It is suggested that these
consolidated financial statements be read in conjunction with the consolidated
financial statements and notes included in the Company's Annual Report on Form
10-KSB for the year ended December 31, 2001. The results of operations for the
three months ended March 31, 2002 are not necessarily indicative of the
operating results, which may be achieved for the full year.


NOTE B - EARNINGS (LOSS) PER SHARE

         ConMat reports earnings per share in accordance with the provisions of
SFAS NO. 128, Earnings Per Share. SFAS No. 128 requires presentation of basic
and diluted earnings per share in conjunction with the disclosure of the
methodology used in computing such earnings per share. Basic earnings per share
exclude dilution and is computed by dividing income available to common
shareholders by the weighted average common shares outstanding during the
period. Diluted earnings per share takes into account the potential dilution
that could occur if securities or other contracts to issue common stock were
exercised and converted into common stock. However, no potential common shares
are included in the computation of diluted per share amounts when there is a
loss from continuing operations.








                                       6
<PAGE>

The following are basic and diluted (loss) earnings per share calculations for
the periods presented.

<TABLE>
<CAPTION>
                                                                            Three Months Ended March 31
                                                                          -------------------------------
                                                                               2002              2001
                                                                          --------------   --------------
<S>                                                                         <C>                 <C>
Earnings per Share - Basic:
   Net income                                                               $(1,414,207)        $  21,447
   Dividends on preferred shares                                                (33,877)         (33,877)
                                                                          --------------   --------------
   Net (loss) income available to common shareholders                       $(1,448,084)         (12,430)
                                                                          ==============   ==============

   Weighted average shares outstanding                                         2,607,758        2,630,174
                                                                          ==============   ==============

                      Basic Earnings Per Share                              $     (0.56)        $       -
                                                                          ==============   ==============

</TABLE>











                                       7
<PAGE>

<TABLE>
<CAPTION>

<S>                                                                         <C>                <C>
Earnings per Share - Diluted:
   Net (loss) income available to common shareholders                       $(1,448,084)       $ (12,430)
   Dividends on preferred shares

   Net (loss) income available to common shareholders
      after assumed conversions                                           --------------   --------------
                                                                             $(1,448,084)       $ (12,430)
                                                                          ==============   ==============

   Weighted average shares outstanding                                         2,607,758        2,630,174
   Dilutive effect of preferred stock                                                  0                0
   Dilutive effect of stock options and warrants                                       0                0
                                                                          --------------   --------------
      Diluted average shares outstanding                                       2,607,758        2,630,174
                                                                          ==============   ==============

                    Diluted Earnings Per Share                              $     (0.56)       $        -
                                                                          ==============   ==============
</TABLE>




                                       8
<PAGE>

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

                           FORWARD LOOKING STATEMENTS

         Some of the statements contained in this report discuss future
expectations, contain projections of results of operations or financial
condition or state other "forward-looking" information. Those statements are
subject to known and unknown risks, uncertainties and other factors that could
cause the actual results to differ materially from those contemplated by the
statements. The forward-looking information is based on various factors and was
derived using numerous assumptions.

         Important factors that may cause actual results to differ from
projections include, for example:

          o general economic conditions, including their impact on capital
            expenditures;
          o business conditions in the materials technology and wastewater
            treatment industries;
          o the regulatory environment;
          o rapidly changing technology and evolving industry standards;
          o new products and services offered by competitors; and
          o price pressures.

         In addition, in this report, the words "believe", "may", "will",
"estimate", "continue", "anticipate", "intend", "expect", "plan", and similar
expressions, as they relate to the business or management of ConMat
Technologies, Inc. or its wholly-owned subsidiary, Polychem Corporation, are
intended to identify forward-looking statements.

         ConMat undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information, future
events or otherwise after the date of this report. In light of these risks and
uncertainties, the forward-looking events and circumstances discussed in this
report may not occur and actual results could differ materially from those
anticipated or implied in the forward-looking statements. Further information
concerning the risks facing ConMat's business and operations is set forth in the
section entitled "Risk Factors" in ConMat's Annual Report on Form 10-KSB for the
year ended December 31, 2001.


Results of Operations For The Three Month Periods Ended March 31, 2002 and 2001

         The following table sets forth certain statement of operation items as
a percentage of net sales for the period indicated:
                                      Three Months Ended March 31
                                   ----------------------------------
                                     2002                    2001
                                   ----------              ----------
Net Sales                              100.0 %                 100.0 %
Cost of Goods Sold                     102.6                    74.9
Gross Profit                           (2.6)                    25.1
Selling and Administration              69.1                    20.0
Interest Expense                         8.6                     3.3
Other Expense                           14.4                     0.9
Income Tax (Benefit) Expense                                     0.3
                                   ----------              ----------
Net (Loss) Income                     (94.7) %                   0.6 %
                                   ==========              ==========

         Cost of goods sold is determined as the sum of material costs, direct
manufacturing labor costs and an allocation of utilities and other overhead
costs attributable to manufacturing activities.

                                       9
<PAGE>

         As was disclosed in the Company's Form 10-KSB filing for the year ended
December 31, 2001, on March 20, 2002, ConMat entered into a License and Asset
Purchase Agreement with Polychem and Ecesis LLC, a business owned by former
Polychem management which provides for the sale of Polychem's specialty and
water treatment product lines to Ecesis. Concurrent with this action, Polychem
agreed to outsource the manufacturing of its product lines to Ensinger Vekton,
Inc. and Putnam Precision Molding, Inc., pursuant to a Supply and Equipment
Purchase Agreeement. Polychem's internal manufacturing operations ceased in late
January of 2002. Therefore, for the majority of the three month period ended
March 31, 2002, the Company's operations were being run in a very limited
fashion until such time that the new suppliers could integrate Polychem's
production needs into their facilities.

         As a result, total revenues decreased $2,097,000 to $1,492,000 for the
three months ended March 31, 2002 from $3,589,000 for the three months ended
March 31, 2001.

         The Company recorded a loss of $39,000 at the gross margin line for the
three months ended March 31, 2002 as compared to a gross profit of $900,000 for
the three months ended March 31, 2001. As a result of the cessation of
Polychem's manufacturing operations (which occurred in late January of 2002),
there were approximately $439,000 of expenses that were reclassified as Selling,
General and Administrative. These expenses related to the depreciation,
utilities and various other fixed-type expenses unaffected by the termination of
manufacturing activities. As of July 2002, the Company has identified and placed
into service third-party vendors to provide all of its necessary product
components.

         Selling and administrative expenses increased by $312,000 to $1,031,000
for the three month period ended March 31, 2002 from $719,000 for the comparable
quarter in 2001. Without the reclassification of expenses associated with the
manufacturing operation, there would have been a decrease of approximately
$127,000.

         Corporate expenses increased by $107,000 to $205,000 from $98,000 for
the three months ended March 31, 2002 as compared to the three months ended
March 31, 2001. The increases related to professional fees and higher corporate
insurance expenses.

         Interest expense for the three-month period ended March 31, 2002
increased $9,000 to $129,000 from $119,000 for the comparable quarter in 2001.
Even with lower borrowing levels the higher interest rates charged by the
Company's lender offset the lower outstanding debt balance.

         ConMat recognized a net loss of $1,414,000 for the three-month period
ended March 31, 2002. For the comparable quarter in 2001, ConMat reported a
profit of $21,000.

Liquidity and Capital Resources

         ConMat realized a net cash decrease of $13,000 for the three-month
period ended March 31, 2002. For the comparable period in 2001, ConMat realized
a net cash decrease of $99,000. ConMat's primary source of working capital is a
credit facility of up to $3 million (as of December 31, 2001; since reduced to
$1 million), subject to a lending formula limit, secured by Polychem's
receivables and inventory. The Company's credit facility expired on September
30, 2001. The Company had been granted an interim extension of the previous
credit facility with GE Capital Corporation, the lender, through May 31, 2002.
The extension imposed some additional financial restrictions and limitations on
the Company generally in the form of additional reserves against maximum
borrowing amount. As of July 1, 2002, the remaining balance outstanding under
the GE Capital credit facility is being liquidated through the realization of
cash receipts against the Company's trade accounts receivables. The Company's
financial condition is weak. Management is presently carrying out plans relating
to asset sales, reorganizations and cost reductions in an effort to improve the
financial condition of the Company. The failure of these actions and events
would have a material adverse effect on the Company's financial condition.
ConMat has no commitments for significant capital expenditures in the
foreseeable future. ConMat's current ratio as of March 31, 2002 is .38.

                                       10
<PAGE>

PART II

Item 1.           Legal Proceedings.

         ConMat is currently a defendant in an action originally filed on
January 28, 1999, in Pennsylvania state court captioned John R. Thach v. The
Eastwind Group, et al. On October 27, 2000, co-defendant, The Eastwind Group,
Inc., filed a voluntary petition for relief under Chapter 11 of Title 11 of the
Bankruptcy Code (U.S.B.C., E.D. Pa. Bankruptcy No. 00-33372 SR). The plaintiff
removed the state court action to the United States Bankruptcy Court for the
Eastern District of Pennsylvania on November 29, 2000 (U.S.B.C., E.D. Pa.
Adversary No. 00-906). Plaintiff maintains that Eastwind, his former employer,
breached the terms of his severance agreement and that the sale of Polychem
Corporation to ConMat was part of a conspiracy to avoid payments to him and has
violated Pennsylvania's Uniform Fraudulent Transfer Act. The plaintiff seeks
damages of at least $350,000 and punitive damages of at least $500,000. In
addition, the plaintiff seeks to have the December 8, 1998 acquisition of
Polychem declared null and void. Initially, the plaintiff sought a temporary
restraining order and preliminary injunction seeking to set aside the sale of
Polychem to ConMat. By Order dated February 19, 1999, the State Court denied
plaintiff's request for injunctive relief.

         On January 22, 2001 the Bankruptcy Court appointed a Chapter 11 trustee
to oversee and administer The Eastwind Group, Inc. bankruptcy. In his complaint,
the bankruptcy trustee asserted claims against ConMat, including those
originally raised in the John Thach complaint that the December 8, 1998
acquisition of Polychem was a fraudulent transaction.

         ConMat is currently a defendant in a federal district court action
filed on April 11, 2000, in the United States District Court for the Eastern
District of Pennsylvania captioned ProFutures Special Equities Fund, L.P. v. The
Eastwind Group, et al. (U.S.D.C., E.D. Pa. Civil Action No. 00-CV-1888).
ProFutures maintains that Eastwind and others violated federal and state
securities laws and committed common law fraud in connection with the June 1998
purchase by ProFutures of $750,000 in Series C Convertible Preferred Stock of
Eastwind. ProFutures seeks damages in the amount of $750,000 and seeks to have
the acquisition of Polychem by ConMat declared null and void. ConMat, Paul A.
DeJuliis and two other former officers of Eastwind filed a Motion to Dismiss the
Complaint on May 25, 2000 and ProFutures responded. Before the court issued a
ruling on that motion, co-defendant Eastwind filed for bankruptcy and the case
was stayed. Nothing further has occurred in this case since November 2000.

         To resolve the claims asserted by the bankruptcy trustee, John Thach
and ProFutures, management of ConMat negotiated the terms of a settlement
agreement with the bankruptcy trustee, which was filed with the bankruptcy court
on October 25, 2001. Thereafter, on December 13 and 17, 2001, the bankruptcy
court held a two-day hearing on the approval of the settlement agreement. On
February 27, 2002, the bankruptcy court approved the settlement agreement. The
settlement agreement requires the payment by ConMat of $1,500,000 to the
bankruptcy trustee, including $500,000 in cash and a promissory note in the
amount of $1,000,000. ConMat is funding its obligations under the settlement
agreement in part by selling assets and effecting a management led buyout of
Polychem's specialty and water treatment product lines.

         Subject to payment by ConMat of $1,500,000 to the bankruptcy trustee
pursuant to the settlement agreement, John Thach's claims will be released
against, among others, ConMat. ConMat also agreed to fund potential tax
liabilities relating to John Thach of up to $85,000. This liability has been
reflected in the Company's financial statements as of March 31, 2002. In
addition, the bankruptcy trustee has agreed to allocate and set aside a portion
of the settlement proceeds, not to exceed $200,000, to fund the indemnification
obligations from ConMat's share of liability, if any, in the ProFutures' action.

                                       11
<PAGE>


Item 2.    Changes in Securities.

                  Not Applicable.

Item 3.    Defaults Upon Senior Securities.

                  Not Applicable.

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

                  Not Applicable.

Item 5.    Other Information.

                  Not Applicable.

Item 6.    Exhibits and Reports on Form 8-K.

                  (a) Exhibits

                      None

                  (b) ConMat did not file any current reports on Form 8-K during
                      the period covered by this report.


                                       12
<PAGE>

                                   SIGNATURES

         In accordance with Section 13 or 15(d) of the Securities Exchange Act
of 1934, the Registrant has duly caused this Report to be signed on its behalf
by the undersigned, hereunto duly authorized.


                                    CONMAT TECHNOLOGIES, INC.


     Date: July 10, 2002            By:/s/ Edward F. Sager, Jr.
                                       ------------------------
                                    Edward F. Sager, Jr.,
                                    President
                                    (Principal Executive Officer)




     Date: July 10, 2002            By:/s/ Thomas C. Morral, Jr.
                                       -------------------------
                                    Thomas C. Morral, Jr.,
                                    Vice President and Chief Financial Officer
                                    (Principal Financial and Accounting Officer)





                                       13