SECURITIES AND EXCHANGE COMMISSION

                             Washington, D. C. 20549

                                   FORM 10-QSB

             __X__ Quarterly Report Under Section 13 or 15(d) of The
                Securities Exchange Act of 1934 for the Quarterly
                          Period Ended: September 30, 2000.

               ____ Transition Report Under Section 13 or 15(d) of
                   the Securities Exchange Act of 1934 for the
                       Transition Period From ____ to ____

                        Commission file number: 333-72405

                            R-TEC TECHNOLOGIES, INC.
             (Exact name of registrant as specified in its charter)


                 New Jersey                       22-3615979
         (State or other jurisdiction            (IRS Employer
     of incorporation or organization)           Identification No.)

               37 Ironica Road, Flanders, NJ           07836
       (Address of principal executive offices)     (Zip Code)

                                 (973) 252-5233
                           (Issuer's telephone number)

Check  whether  the issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the Exchange  Act 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

Applicable  only to  issuers  involved  in  bankruptcy  proceedings  during  the
preceding five years

Check whether the  registrant  filed all  documents  and reports  required to be
filed by Section 12, 13 or 15 (d) of the Exchange Act after the  distribution of
securities under a plan confirmed by a court. No.

Applicable only to corporate issuers

     As of November 10, 2000, the Company had  outstanding  3,198,360  shares of
its common stock.


<PAGE>

                        Table of Contents to Form 10QSB


Part I - FINANCIAL INFORMATION                               Page

Item 1.  Financial Statements (unaudited)

         Balance Sheet September 30, 2000.......................4

         Statements of Operations -  Six Months
         Ended September 30, 1999 and September 30, 2000........5

         Statements of Cash Flows - Six Months
         Ended September 30, 1999 and September 30, 2000........6

         Notes to Financial Statements.........................10

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

Part II - OTHER INFORMATION

Item 2.  Changes in Securities and Use of Proceeds...........None

Item 6.  Exhibits and Reports on Form 8-K....................None


Signatures....................................................17


<PAGE>



Part I - FINANCIAL INFORMATION

Item 1.  Financial Statements (unaudited)



                          R-TEC TECHNOLOGIES, INC.
                      CONSOLIDATED FINANCIAL STATEMENTS
                             SEPTEMBER 30, 2000




                See accompanying notes to financial statements.
                            R-TEC TECHNOLOGIES, INC.
                           CONSOLIDATED BALANCE SHEET
                                  (Unaudited)
<TABLE>


                                     ASSETS
                                                              September 30, 2000
<S>                                                         <C>
Current assets
  Cash and cash equivalents                                 $            40,607
  Accounts receivable                                                    20,617
  Inventory                                                              53,005
  Prepaid expenses                                                       12,083
                                                            -------------------
         Total current assets                                           126,312

Equipment, net                                                           23,332

Other assets
  Patent, net                                                           794,639
  Deposits                                                                5,500
                                                             -------------------
         Total other assets                                             800,139

                                                             -------------------
Total Assets                                                $           949,783

                         LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
  Accounts payable and accrued expenss                      $            21,655
  Notes payable                                                          35,000
                                                             -------------------
           Total current liabilities                        $            56,655

Commitments and contingencies (Note 3)
Stockholders' equity
  Common stock, par value $.00001 per share, 50,000,000
    shares authorized, 3,198,360 shares issued and
    outstanding                                                              32
  Additional paid-in capital                                          2,102,828
  Accumulated deficit                                                (1,209,732)
                                                             -------------------
           Total stockholders' equity                                   893,128

                                                             -------------------
Total Liabilities and Stockholders' Equity                  $           949,783


</TABLE>
<PAGE>
                            R-TEC TECHNOLOGIES, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (Unaudited)

<TABLE>

                                                              Three-Months Ended                 Nine-Months Ended
                                                                 September 30,                     September 30,

                                                             2000             1999              2000             1999
<S>                                                    <C>                  <C>            <C>            <C>
Revenue                                                $        38,515      $         -    $     57,476   $           -

Cost of revenues                                                 9,881                -          20,914               -
                                                       ---------------   ---------------   --------------  --------------
Gross profit                                                    28,634                -          36,562               -

Selling, general and administrative expenses                   170,323           101,264        515,984           302,938

                                                       ----------------  ---------------  ----------------  -------------
Loss from operations                                          (141,689)         (101,264)       (479,422)       (302,938)

Other income (expenses)
Other income                                                    15,161                -            20,332             -
Interest expense                                                  (744)           (12,000)         (7,779)        (36,000)
                                                       ----------------  ---------------  ----------------
Total other income (expenses)                                   14,417            (12,000)         12,553         (36,000)

                                                       ----------------  ---------------  ----------------
Net loss                                               $      (127,272)     $    (113,264) $     (466,869)  $     (338,938)

Net loss per common share                              $          (.04)     $        (.04) $         (.19)  $         (.12)

Weighted average common shares outstanding                   3,198,360          2,916,666       2,502,876         2,916,666
</TABLE>

                                 See accompanying notes to financial statements
<PAGE>
                            R-TEC TECHNOLOGIES, INC.
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                Increase (Decrease) In Cash and Cash Equivalents
                                  (Unaudited)



<TABLE>

                                                                                   Nine-Months Ended September30,
                                                                                   ________________________________
                                                                                       2000              1999
                                                                                   --------------  ----------------
<S>                                                                               <C>               <C>
Cash flows from operating activities
  Net loss                                                                        $      (466,869) $       (338,938)
  Adjustments to reconcile net loss to net cash used in operating activities:
      Unreimbursed expenses contributed to capital by shareholders                          1,584            14,500
      Stock issued for services                                                             3,000            -
      Salaries contributed by stockholders                                                 26,001            -
      Depreciation and amortization                                                        44,038            -
      Interest expense - amortization of discount on note payable                           -                36,000
      Increase in accounts receivable                                                     (20,617)           -
      Increase in inventory                                                               (53,005)           -
      Increase in prepaid assets                                                          (12,083)           -
      Increase in deposits                                                                 (3,500)           (1,000)
      Increase (decrease) in accounts payable and accrued expenses                       (110,649)           95,044
                                                                                  ---------------  ------------------
           Total adjustments                                                             (125,231)          144,544
                                                                                  ---------------  ------------------
        Net cash used in operating activities                                            (592,100)         (194,394)
Cash flows from investing activities
  Patent costs                                                                             (3,700)          (53,585)
  Purchase of equipment                                                                    (6,706)          (10,083)
        Net cash used in investing activities                                             (10,406)          (63,668)
                                                                                  ---------------- ------------------
Cash flows from financing activities
  Decrease (increase) in deferred offering costs                                           25,526          (297,926)
  Proceeds from notes payable                                                               -                80,000
  Repayments of notes payable                                                            (465,000)            -
  Increase (decrease) in due to stockholders                                             (252,416)          264,035
  Proceeds from sale of stock                                                           1,334,555             -
  Capital contributed by stockholders                                                       -               169,003
        Net cash provided by financing activities                                         642,665           215,112
                                                                                  ---------------  ----------------
Net increase (decrease) in cash and cash equivalents                                       40,159          (42,950)
Cash and cash equivalents, beginning of period                                                448           43,500
                                                                                  ---------------  ----------------
Cash and cash equivalents, end of period                                          $        40,607  $           550
Supplemental disclosures of cash flow information                                 ---------------  ----------------
  Cash paid during the period for interest                                        $         4,750  $          -

Supplemental disclosures of noncash investing and financing activities:
  Issuance of common stock for repayment of debt                                           30,000             -
  Issuance of common stock in satisfaction of obligation                                  428,000             -

</TABLE>
<PAGE>
                            R-TEC TECHNOLOGIES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2000



     The  information  presented  herein as of September  30, 2000,  and for the
three and nine-months ended September 30, 2000 and 1999, is unaudited.

               (1) Basis of Presentation:

     The  accompanying  financial  statements  of R-Tec  Technologies,  Inc. and
subsidiary  (the  Company)  have been  prepared  in  accordance  with  generally
accepted  accounting  principles for interim financial  information and with the
instructions to Form 10-QSB and Rule 10-01 of Regulation S-X. Accordingly,  they
do not include  all of the  information  and  footnotes  required  by  generally
accepted accounting principles for complete financial statements. In the opinion
of  management,  all  adjustments  (consisting of normal  required  adjustments)
considered necessary for a fair presentation have been included.

     Prior to April 1, 2000,  the Company was  considered  a  development  stage
enterprise.

     Operating results for the three and nine-month  periods ended September 30,
2000, are not necessarily indicative of the results that may be expected for the
year ending December 31, 2000. For further  information,  refer to the financial
statements and footnotes  included in the Company's annual report of Form 10-KSB
for the year ended December 31, 1999.


     () Stock Offering:

     During 1999 and 2000,  the Company  offered up to  1,250,000  shares of its
common stock for sale at $8.00 per share.  The Company  sold  166,819  shares in
2000 and the offering was closed effective June 27, 2000.

     The Company has filed a proposed  offering of up to 1,000,000 shares of its
common  stock for sale at $3.50 per share.  There is no  assurance  the offering
will  become  effective.  Should  the  offering  become  effective,  there is no
assurance it will be successful.


     () Commitments and Contingencies:

     On April 14,  1999,  the Company  adopted a stock  bonus plan and  reserved
1,000,000 shares of its authorized but unissued common stock under this plan. In
March 2000,  the Company  issued stock  options for 190,000  shares at $8.00 per
share to various employees and consultants. As of September 30, 2000, no options
had been exercised.

     In connection  with the public offering as described in Note 2, the Company
entered  into an  agreement  with a placement  agent  contingent  on the Company
raising at least $1 million. The Company agreed to pay the placement agent 9% of
the amount  raised plus 2.25% of the amount raised for  nonaccountable  expenses
and issue  warrants to purchase  12,500 shares at $13.20 per share on a pro rata
basis for each $1 million  raised.  The Company  canceled the agreement and paid
$50,000 during the second quarter of 2000.

     The Company is the defendant and plaintiff in a lawsuit with a vendor.  The
vendor  alleges  unpaid  amounts due by the Company for services  rendered.  The
Company has countersued for breech of contract and damages. The Company believes
the vendor's  suit is without  merit and is  vigorously  defending its position,
however  there is no  guarantee  of a  favorable  outcome.  The  Company has not
recorded any potential liability from this matter in the accompanying  financial
statements. () Patent Acquisition and Notes Payable:

     The Company  purchased  a patent from a related  party on December 1, 1998,
the terms of which were  substantially  modified in May 1999 and September 1999.
In February 2000,  the Company  issued  100,000  shares of the Company's  common
stock and paid  $450,000  in  satisfaction  of amounts  owed under the  purchase
agreement.
<PAGE>
     In June 1999, the Company borrowed  $60,000.  The promissory note is due in
full  within  thirty  days of $2  million  being  raised in the  stock  offering
described  in Note 2; or if $2  million is not raised the note is due in full on
or  before   November 15,   2000.  Interest  at  8.5%  is  due  monthly.  As  of
September 30,  2000,  $15,000  in  principal  had  been  paid  by  the  Company.
Additionally,  5,000  shares of common  stock have been issued by the Company in
satisfaction of $20,000 in principal. No interest has been paid on the note.

     In June 1999, the Company also borrowed  $20,000.  The promissory note plus
interest at 8.5% is due in full  within  thirty  days of the  completion  of the
stock offering  described in Note 2 or is convertible into  unregistered  common
stock at $4.00 per share at the option of the holder. As of September 30,  2000,
3,500 shares of common stock have been issued by the Company in  satisfaction of
$10,000 in principal. No interest has been paid on the note.


     (5) Net Loss Per Common Share:

     Net loss per common share is computed in accordance  with the  requirements
of Statement  of Financial  Accounting  Standards  No. 128 (SFAS 128).  SFAS 128
requires net loss per share  information to be computed using a simple  weighted
average of common shares outstanding during the periods presented.


     (6) Segments:

     The Company has two segments,  gas-detecting paints and household products.
The following reflects financial  information about the segments as of September
30, 2000:
<TABLE>
<S>                                    <C>                   <C>
                                              Paints         Household products
                                       ___________________   __________________

Total assets                           $     855,333        $            94,450
                                       ___________________  ___________________
Revenues                               $         -          $            57,476
                                       ___________________  ___________________
Net loss from operations               $    (448,180)       $           (18,689)
                                       ___________________  ___________________
</TABLE>
<PAGE>





                            R-TEC TECHNOLOGIES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2000



The  information  presented  herein as of June 30,  2000,  and for the three and
six-months ended September 30, 2000 and 1999, is unaudited.

(1)   Basis of Presentation:

The accompanying financial statements of R-Tec Technologies, Inc. and subsidiary
(the  Company)  have  been  prepared  in  accordance  with  generally   accepted
accounting   principles  for  interim   financial   information   and  with  the
instructions to Form 10-QSB and Rule 10-01 of Regulation S-X. Accordingly,  they
do not include  all of the  information  and  footnotes  required  by  generally
accepted accounting principles for complete financial statements. In the opinion
of  management,  all  adjustments  (consisting of normal  required  adjustments)
considered necessary for a fair presentation have been included.

Prior  to April  1,  2000,  the  Company  was  considered  a  development  stage
enterprise.

Operating  results for the three and six-month  periods ended June 30, 2000, are
not  necessarily  indicative  of the results  that may be expected  for the year
ending  December  31,  2000.  For further  information,  refer to the  financial
statements and footnotes  included in the Company's annual report of Form 10-KSB
for the year ended December 31, 1999.


(2)    Stock Offering:

During 1999 and 2000, the Company  offered up to 1,250,000  shares of its common
stock for sale at $8.00 per share.  The Company sold 166,819  shares in 2000 and
the offering was closed effective June 27, 2000.


(3)    Commitments and Contingencies:

On April 14, 1999, the Company adopted a stock bonus plan and reserved 1,000,000
shares of its  authorized  but unissued  common stock under this plan.  In March
2000,  the Company issued stock options for 190,000 shares at $8.00 per share to
various  employees  and  consultants.  As of June 30, 2000,  no options had been
exercised.

In  connection  with the public  offering  as  described  in Note 2, the Company
entered  into an  agreement  with a placement  agent  contingent  on the Company
raising at least $1 million. The Company agreed to pay the placement agent 9% of
the amount  raised plus 2.25% of the amount raised for  nonaccountable  expenses
and issue  warrants to purchase  12,500 shares at $13.20 per share on a pro rata
basis for each $1 million  raised.  The Company  canceled the agreement and paid
$50,000 during the second quarter of 2000.

 The Company is the defendant and  counter-plaintiff in a lawsuit with a vendor.
The vendor alleges unpaid amounts due by the Company for services rendered.  The
Company has countersued for breech of contract and damages. The Company believes
the vendor's  suit is without  merit and is  vigorously  defending its position,
however  there is no  guarantee  of a  favorable  outcome.  The  Company has not
recorded any potential liability from this matter in the accompanying  financial
statements. 7
<PAGE>
                            R-TEC TECHNOLOGIES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2000



(4) Patent Acquisition and Notes Payable:

The Company  purchased a patent  from a related  party on December 1, 1998,  the
terms of which were  substantially  modified in May 1999 and September  1999. In
February 2000,  the Company issued 100,000 shares of the Company's  common stock
and paid $450,000 in satisfaction of amounts owed under the purchase agreement.

In June 1999, the Company borrowed  $60,000.  The promissory note is due in full
within thirty days of $2 million being raised in the stock offering described in
Note 2; or if $2  million  is not  raised  the note is due in full on or  before
November 15, 2000. Interest at 8.5% is due monthly. As of June 30, 2000, $15,000
in principal had been paid by the Company. Additionally,  5,000 shares of common
stock have been issued by the Company in  satisfaction  of $20,000 in principal.
No interest has been paid on the note.

In June 1999,  the Company  also  borrowed  $20,000.  The  promissory  note plus
interest at 8.5% is due in full  within  thirty  days of the  completion  of the
stock offering  described in Note 2 or is convertible into  unregistered  common
stock at $4.00 per share at the option of the holder. As of June 30, 2000, 3,500
shares of common  stock  have been  issued by the  Company  in  satisfaction  of
$10,000 in principal. No interest has been paid on the note.


(5)   Net Loss Per Common Share:

Net loss per common share is computed in  accordance  with the  requirements  of
Statement  of  Financial  Accounting  Standards  No.  128 (SFAS  128).  SFAS 128
requires net loss per share  information to be computed using a simple  weighted
average of common shares outstanding during the periods presented.


(6)   Segments:

The Company has two segments,  gas-detecting paints and household products.  The
following reflects financial information about the segments as of 6/30/00:
<TABLE>

<S>                                <C>                  <C>
                                          Paints         Household products
                                   -------------------  -------------------

Total assets                       $         1,024,066  $            71,473
                                   ===================  ===================
Revenues                           $               -    $            18,961
                                   ===================  ===================
Net loss from operations           $          (312,977) $           (26,621)
                                   ===================  ===================
</TABLE>
<PAGE>



Item 2.  Management Discussion and Analysis or Plan of Operation


OVERVIEW

     During  1999,  R-Tec  was  a  development  stage  company  engaged  in  the
acquisition  and  development  of  patented  technology,  the  development  of a
business plan,  arranging for potential suppliers and distribution  channels and
raising  capital.  From inception  through December 31, 1999, the Company issued
2,916,666 shares of stock to its founders.  The Company's registration statement
was effective November 12, 1999, and sales commenced on January 7, 2000. R-Tec's
initial  public  ofering  is for  1,250,000  shares of  common  stock to raise a
maximum of $10,000,000.  Since sales commenced,  the Company sold 166,819 shares
and raised $1,334,555. The offering closed in April, 2000.

     On October 27, 2000, we filed form SB-2 to register 1,000,000 of its common
shares at an  anticipated  sale price of $3.50 per share.  The  proceeds  of the
offering  will be used  to pay  research  and  development  expenses,  salaries,
marketing and general administrative  expenses.  There is no assurance that this
offering will be successful.  Should this offering prove unsuccessful,  it would
be  necessary  for us to obtain  financing  from some  other  source in order to
continue operation.

     R-Tec has operated at a loss from inception, incurring  a loss of  $127,272
during the three months ended September 30, 2000. In order to achieve profitable
operations,   we  will  have  to   successfully   manufacture,   distribute  and
commercialize our initial products. We will also have to secure all intellectual
property  rights.  For these  reasons it is difficult  for R-Tec to forecast our
revenue or earnings accurately. We believe that period-to-period  comparisons of
our  operating  results  may not be  meaningful.  As a result  of our  extremely
limited  operating  history,  we do not  have  historical  financial  data for a
significant number of periods on which to base planned operating  expenses.  Our
expense levels are based upon our expectations  concerning future revenue. Thus,
quarterly revenue and results of operation are difficult to project.

PLAN OF OPERATION

Two-Phase Business Plan

         Our business plan is based on implementing our strategy in two phases:

   o     Phase 1 - Establish Manufacturing and Distribution Relationships and
         Begin Distribution of Three Initial Products, and
   o     Phase 2 - Expand Product Lines.

The key elements of each phase of our strategy are described below:

         Phase 1 - Establish Manufacturing and Distribution Relationships
         and Begin Distribution of the Three Initial Products

R-Tec's primary strategic goals for Phase 1 are:

   o    The selection of appropriate manufacturing and distribution partners.
   o    The commencement of commercial distribution of our reactive paint
        products.
   o    R-Tect 22 freon leak detecting coating.

   o    R-Tect 12 freon leak detecting coating.

   o    R-Tect carbon reactive paint.  Development of this product is expected
        to be complete by December, 2000 at an additional cost of $50,000.

   o    During Phase 1, we will incur significant  operating  expenses.

   o    During Phase 1 R-Tec will  require  manufacturing  facilities,  office
        space and warehouse space. These facilities may be purchased or leased
        and the  manufacturing  may be outsourced.  We anticipate that we will
        remain in our  existing  office  space for the coming year but will be
        required to expend  additional funds on manufacturing and on warehouse
        space.



<PAGE>


Manufacturing and Distribution Relationships.

     One of R-Tec's Phase 1 goals is to establish beneficial  relationships with
strategic  manufacturing and distribution partners.  With this strategy, we hope
to  eliminate  the  need to  build a  large  and  costly  production  and  sales
infrastructure  and  to  benefit  from  the  inclusion  of our  products  in our
partners' marketing efforts.

     R-Tec has entered  into a  manufacturing  contract  with  Anscott  Chemical
Industries,  Inc., a nationally  recognized  manufacturer  of chemical  products
located in Wayne, New Jersey.

     Anscott will be the exclusive  manufacturer of our leak detection products;
R-Tect 12, R-Tect 22, and R-Tect carbon dioxide reactive  paints.  The agreement
is for five years. The rights granted to Anscott under the agreement are limited
to  these  three  specified  products  and  to  the  United  States.   Anscott's
exclusivity  rights with  respect to R-Tect  carbon  dioxide  reactive  paint is
further  limited to the dry  cleaning  industry.  Anscott will  manufacture  our
products based on purchase orders received from R-Tec. R-Tec intends to locate a
quality control technician employed by us at Anscott's offices,  but there is no
provision in our contract  with Anscott  which  requires  Anscott to accept such
supervision.

     The  primary  distributor  of our  protective  coating  products,  Motors &
Armatures,  has  placed an initial  order for 5,000  kits of R-Tect 22  reactive
paint at $44.00 per kit.  We believe  that Motors &  Armatures  will  distribute
R-Tect kits for R-Tect 12,  R-Tect 22, and later  R-Tect 134A  reactive  paints,
primarily to  organizations  that will in turn sell them to air  conditioning or
refrigeration  contractors.  The original anticipated delivery date of R-Tect 22
to Motors & Armatures of October 31, 1999, was extended to February,  2000. That
date has been  extended  again  until  after we  commence  operations.  Motors &
Armatures  has  advised us that it intends to create  artwork  for our  products
which it will be distributing and intends to hire an exclusive representative to
work on the R-Tect  product  line.  This  specialist  will  travel with Motors &
Armatures' sales  representatives to train and educate its clients in the use of
our  products.  Motors &  Armatures  has  orally  represented  to us that it has
allocated  $156,000 for  advertising in the first year for R-Tec's  products and
that it will also provide a direct mail  campaign to reinforce  the  advertising
program.

     In June, 2000, we began sales of our Ripefully Yours product,  which delays
the decay of refrigerated fuits and vegetables.  We  received  minimal  revenues
($38,515) from the sale of Ripefully Yours in the third quarter of this year. We
anticipate that the majority of the Company's  revenues will be from the sale of
Ripefully Yours.



<PAGE>

     Motors &  Armatures  has  proposed  a six month test  marketing  program to
determine the volume level of sales. It intends to promote  R-Tec's  products as
both, leak detectors, and as preventative maintenance products.

         R-Tec's Efforts To Expand Commercial Use of Initial Products.

     During Phase 1, R-Tec also intends to pursue  direct sales to end-users and
the original equipment  manufacturing market. We will also complete research and
development of our remaining initial products and will pursue marketing of these
products. Potential users include public utility companies,  automotive, marine,
aviation, aerospace companies, and commercial real estate owners and developers.
We have identified government agencies and municipalities where our products can
reduce maintenance,  overhead and provide another means to detect harmful gases.
We also intend to pursue licensing arrangements with select end-users.

     We  believe a  marketing  opportunity  will  also  develop  with  insurance
companies  that  underwrite  risk  associated  with gas  explosions.  R-Tec will
introduce its products to these insurance companies and will attempt to persuade
them either to mandate the use of R-Tec's  reactive paint products or to provide
financial  incentives,  such as discounted  insurance  rates,  to companies that
utilize R-Tec's detection products.

     We believe that a marketing opportunity will develop for the use of R-Tec's
reactive paint  products to detect natural gas and propane leaks.  Specifically,
during the  installation  of a gas pipe, the installer  could apply our paint to
pipe joints.  Property owners could also apply our reactive paint to pipe joints
in existing structures.  If natural gas or propane leaks through a stress crack,
the paint is designed to change  colors,  indicating a leak,  and warning anyone
who examines the pipe joint.

     We also  believe a market  may exist for our  reactive  paint  products  in
chemical  plants.  Chemical  plants  utilizing our reactive paint products could
reduce the chance of  significant  damage caused by a toxic chemical or gas leak
by applying our products to pipe joints in their manufacturing facilities.

     We also believe our reactive  paint products could be used in the aerospace
and aviation  markets.  We believe that aircraft  utilizing  our reactive  paint
products could possibly avert disasters caused by gas and fluid leaks if, during
a routine  inspection,  a mechanic notes a change in color of the paints applied
to pipe joints aboard the aircraft. Should there be a leak, it could be detected
and repaired prior to the aircraft taking off.

     It is possible,  though unlikely,  that our paint could be caused to change
color due to exposure to some other  substances  or gas from another  source.  A
false  positive  reading due to ambient gases is minimized by the use of a clear
polymer coating,  which encases each of the R-Tec paints. When properly applied,
the paint's  impermeable coating serves to ensure that only gas leaking from the
protected  source can contact the reactive paint and therefore  cause a positive
reading.  None of the testing  conducted to date has  indicated  any variance of
responsiveness  of R-Tec's  products to geographic  area or weather  conditions,
such as humidity, air pressure or smog level.



<PAGE>


Phase 2-Expand Product Lines and Expand Internal Sales

     R-Tec does not anticipate entering Phase 2 in our first year of operations.
R-Tec  anticipates  that it will add  product  lines  in  Phase 2 which  will be
marketed to the users  identified  in Phase 1. R-Tec will continue to pursue new
business with public utilities by developing new products which address specific
needs with the industry.

     The speed  with which we can  develop,  introduce,  test  market and expand
sales of the  additions to the R-Tec  product line will  determine the timing of
the realization of our Phase 2 goals.  This phase will be  characterized  by new
product  introductions,  test  marketing,  expanded sales efforts,  and industry
driven mandates for the use of R-Tec products.

     During Phase 2, in addition to manufacturing  facilities,  office space and
warehouse  space  required  during  Phase  1,  R-Tec  will  require   laboratory
facilities for product development.

     During  Phase 2,  R-Tec  will  develop  additional  gas  detection  coating
products.

     o R-Tect ethylene detector. The estimated development time is 90 days at an
approximate  cost of $70,000.  o R-Tect propane  reactive  paint.  The estimated
development  time  is 90  days at a cost of  approximately  $100,000.  o  R-Tect
natural gas reactive  paint.  The  estimated  development  time is 90 days at an
estimated development cost of approximately $200,000. o R-Tect SF6 detector. The
estimated  development  time  is 90  days at an  estimated  development  cost of
approximately  $200,000.  o R-Tect 134A, a freon detecting  coating designed for
the automotive,  air  conditioning  and  refrigerator  contractors  market.  The
estimated  development  time is 180 days at an  approximate  cost of $55,000.  o
R-Tect  410,  a  freon  detecting  coating  designed  for  the  residential  and
commercial air conditioning and refrigerator  contractors  market. The estimated
development time is 180 days at an approximate cost of $55,000.

  R-Tec intends to initially  develop only R-Tect propane  reactive paint during
 this Phase. Further funding will be necessary to develop additional products.

Other Potential Applications Of R-Tec's Detection Technology.

     Following the development of the products discussed above, R-Tec intends to
develop coatings which detect the following gases. The development time and cost
for each  project has not been  estimated by R-Tec.  R-Tec's  ability to develop
additional  gas detection  products will be dependent  upon the proceeds from it
offering and the amount of funds available, if any, from operations.

Ammonia                    Chlorine                  Methane
Butane                     Ethane                    Methyl Mercaptan
Carbon Monoxide            Isobutane                 Sulphur Hexaflouride
Acetylene                  Carbon Sulfide            2-Methylpropene
Acetyl Fluoride            Carbon Tetrafluoride      Nitric Oxide
Allene                     Hexafluoropropane         Nitrogen
Arsine                     Hydrogen                  Nitrous Oxide
Boron Trichloride          Hydrogen Chloride         Other Refrigerants
Boron Trifluoride          Isobutylene               Phosgene
Bromotrifluoromethane      Methyl Ether              Propene
1,3-Butadiene              Methanethiol              Sulphur Dioxide
2-Methylpropane            Trimthylamines

 We also intend to research  the  feasibility  of using a small strip across the
top of wrapped  chicken parts and meat as a means of measuring  freshness.  This
fine lined strip would be the color green,  indicating the chicken is fresh.  If
this strip  turns red,  this would  indicate  that the  chicken is  diseased  or
tainted with salmonella.  This would alert both the retailer and the consumer to
the presence of a disease that might not have been detected  without this safety
strip.

 We plan to work with utility companies on the detection of SF6 gas. This gas is
used as an insulator in  transformers  and takes the place of harmful PCBs. When
these gases leak out of a transformer,  they may cause the  electricity  passing
through  the gas to spark and cause an  explosion.  Currently,  the only way the
utility company can detect a leak is when the  transformer  explodes and it must
be replaced at great cost to utility companies and the consumer.  R-Tec proposes
that when a transformer is assembled,  the utility  company place a strip of our
paint around the top of the  transformer so that utility workers will be able to
easily detect a change in the color of a transformer  hanging on a utility pole,
if a leak occurs.



<PAGE>

Blood Gases

     R-Tec believes there may be an interest in the use of our technology in the
field of blood gases. Blood travels from the heart to the lungs, liver,  kidneys
and other major organs.  During this trip it is carrying a percentage of oxygen,
carbon  dioxide and certain  other  metabolic  gases.  However,  when there is a
restriction in this flow, possibly due to coronary artery disease, the heart and
lungs are unable to supply the proper amount of oxygen to the blood.  Therefore,
the oxygen level begins to decrease and the carbon dioxide level will increase.

     R-Tec believes that by detecting gas on a molecular basis at the rate of 10
to the 64th power,  the medical field may have the ability to detect a change in
the amount of carbon dioxide in the blood.  This may help patients with a family
history or high risk of heart attacks or strokes to possibly know if they have a
serious medical  condition.  For example, a person might be able to rub some gel
on their wrist once a month. This gel would consist of a form of R-Tec's product
and dimethyl sulfoxide,  a substance that carries medicine into the body. If the
blood  flowing  through the arterial  arteries has a higher than normal level of
carbon  dioxide,  which is indicative of a restriction of blood flow and oxygen,
the gel would turn from one color to another,  possibly  warning the  individual
that they may be  within  weeks of  suffering  a stroke  or heart  attack.  This
pre-warning  system would allow a person to seek medical  attention  and relieve
the arterial restriction before suffering the damage caused by a heart attack or
stroke.  Since smog does not affect a person's  arterial blood gas level because
the level of these gases is maintained internally, there is little likelihood of
external factors affecting the potential product.


FORWARD-LOOKING STATEMENTS

All  statements  other than  statements  of  historical  fact in this report are
"forward-looking  statements"  as defined in the Private  Securities  Litigation
Reform Act of 1995, and are based on  management's  current  expectations of the
Company's  near  term  results,  based  on  current  information  available  and
pertaining to the Company.  The Company assumes no obligation to update publicly
any forward-looking  statement.  Actual results may differ materially from those
projected in the forward-looking  statements.  These forward-looking  statements
involve risks and uncertainties,  including,  but not limited to, the following:
demand  for  the  Company's   protective  coatings  and  preservative   product;
production and pricing levels of important raw materials; difficulties or delays
in the development,  production,  testing and marketing of products; and product
margins and customer product acceptance.





<PAGE>


Item 6.  Exhibits and Reports on Form 8-K....................None

(a)  Exhibits

Exhibit     Description                                      Page

   (2)      Plan of Acquisition, Reorganization,
              Arrangement, Liquidation or Succession.........None

   (4)      Instruments defining the Rights of
              Security Holders...............................None

  (10)      Material Contracts...............................None

  (11)      Statement re: Computation of Per Share
            Earnings......................................Note 5,
                                                        Financial
                                                       Statements

  (15)      Letter re: Unaudited Interim Financial
              Information...................................None

  (18)      Letter re: Change in Accounting Principles......None

  (19)      Report Furnished to Security Holders............None

  (22)      Published Report re: Matters Submitted
              to Vote of Security Holders...................None

  (23)      Consents of Experts and Counsel.................None

  (24)      Power of Attorney...............................None

 *(27)      Financial Data Schedule...........................18

  (99)      Additional Exhibits.............................None

* Filed herewith.

(b) Reports on Form 8-K:                                    None

Signatures....................................................17



<PAGE>

                                   Signatures

     In accordance  with the  requirements  of the Exchange Act, the  registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                 R-Tec Technologies, Inc.


Dated: November 14, 2000      By:   /s/ Philip Lacqua
                                 ------------------------
                                 Philip Lacqua, President
                                 Chief Executive Officer
                                 Chief Financial Officer
                                 Director