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

                                   FORM 10-KSB

     [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934
                  For the fiscal year ended December 31, 2002

         TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT
                 For the transition period from ______ to ______

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

<TABLE>
<S>                                                                           <C>
                    DELAWARE                                                     73-1461841
         (State or other jurisdiction of                                        (IRS Employer
         incorporation or organization)                                         Identification No.)

         9441 W. SAM HOUSTON PKWY. SOUTH, SUITE 103                             (713) 779-3663
         HOUSTON, TX  77099                                                     (Issuer's telephone number)
         (Address of principal executive offices)
</TABLE>

Securities registered under Section 12(b) of the Exchange Act: None

Securities registered under Section 12(g) of the Exchange Act: None

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

Check if there is no disclosure of delinquent filers in response to Item 405 of
Regulation S-B contained in this form, and no disclosure will be contained, to
the best of 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 10-KSB. [X]

Revenues for the fiscal year ending December 31, 2002 were $6,692,305.

The aggregate market value of the voting stock held by non-affiliates is
$4,557,310 based on a closing price of $1.91 on March 21, 2003

                APPLICABLE ONLY TO ISSUER 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.  Yes [ ]  No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS

As of March 21, 2003, there were 3,645,920 shares of Common Stock, par value
$0.001 per share, outstanding.

                       DOCUMENTS INCORPORATED BY REFERENCE

None
Transitional Small Business Disclosure Format (Check one):   Yes [ ]   No  [X]
================================================================================

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                             LARK TECHNOLOGIES, INC.

                              INDEX TO FORM 10-KSB
                  FOR THE FISCAL YEAR ENDED DECEMBER 31, 2002.

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Part I                                                                                           Page
                                                                                                 ----
<S>               <C>                                                                            <C>
     Item 1.      Description of Business.......................................................   1

     Item 2.      Properties....................................................................   7

     Item 3.      Legal Proceedings.............................................................   7

     Item 4.      Submission of Matters to a Vote of Security Holders...........................   7

Part II

     Item 5.      Market for Registrant's Common Equity and Related Stockholder Matters.........   7

     Item 6.      Management's Discussion and Analysis..........................................   8

     Item 7.      Financial Statements..........................................................  11

                           Balance Sheet .......................................................  13

                           Statements of Operations ............................................  14

                           Statements of Cash Flows ............................................  16

                           Notes to Financial Statements .......................................  18

     Item 8.      Changes in and Disagreements with Accountants on
                  Accounting and Financial Disclosures..........................................  27

Part III

     Item 9.      Directors, Executive Officers, Promoters and Control Persons;
                  Compliance with Section 16(a) of the Exchange Act.............................  27

     Item 10.     Executive Compensation........................................................  29

     Item 11.     Security Ownership of Certain Beneficial Owners and Management................  30

     Item 12.     Certain Relationships and Related Transactions................................  32

     Item 13.     Exhibits and Reports on Form 8-K..............................................  32

     Item 14.     Controls and Procedures.......................................................  33

Signatures......................................................................................  34

Certifications .................................................................................  35
</TABLE>


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                                     PART I

         FORWARD LOOKING INFORMATION. This Annual Report contains various
forward-looking statements and information that are based on management's
beliefs as well as assumptions made by and information currently available to
management. When used in this document, the words "plan", "anticipate",
"estimate", "project", "expect" and similar expressions are intended to identify
forward-looking statements. Although the Company believes that the expectations
reflected in such forward-looking statements are reasonable; it can give no
assurance that expectations will prove to have been correct. Such statements are
subject to certain risks, uncertainties and assumptions. Should one or more of
these risks or uncertainties materialize, or should underlying assumptions prove
incorrect, actual results may vary materially from those anticipated, estimated
projected or expected.

ITEM 1.  DESCRIPTION OF BUSINESS

         COMPANY HISTORY. Lark Technologies, Inc. ("Lark" or the "Company") is
successor by merger to the business of a company organized in 1989 for the
purposes of (i) marketing standard gene sequencing technologies used by
scientists at Baylor College of Medicine in Houston, Texas and (ii) marketing
software developed at Baylor College of Medicine used for sequencing.

         BUSINESS OF LARK. Lark is a leader in providing contract molecular
biology services to the pharmaceutical, biotechnology and agbio industries.
Lark's services are used worldwide by research organizations and drug
development institutions to accelerate their efforts in bringing products to the
market. Lark's contract research service portfolio consists of over a hundred
different molecular biology services in the areas of Nucleic Acid Extraction
Services, DNA Sequencing Services, Genetic Stability Testing Services, Gene
Expression and Detection Services, and Custom Molecular Biology Services. A
highly trained and educated scientific staff working in a facility that is
compliant with the Food and Drug Administration's ("FDA") Good Laboratory
Practices ("GLP") (CFR Title 21, Part 58) performs all of these services.

The Company's principal executive offices are located at 9441 W. Sam Houston
Pkwy. South, Suite 103, Houston, Texas 77099. The Company's telephone number at
that address is (713) 779-3663 and the Company's website address is
http://www.lark.com . The Company's stock is traded on the OTC Bulletin Board
under the symbol LDNA. Periodic SEC filings, including the Company's annual
reports on form 10-KSB, quarterly reports on Form 10-Q, current reports on Form
8-K, and if applicable, amendments to those reports filed or furnished pursuant
to Section 13 (a) or 15(d) of the Securities and Exchange Act of 1934 are
available through the Company's web site free of charge as soon as reasonably
practicable after such material is electronically filed with, or furnished to,
the SEC.

CUSTOM DNA SEQUENCING SERVICES

The foundation of the company is based upon a broad breadth of DNA sequencing
services. Approximately 75% of projects currently booked by the Company are for
Custom DNA Sequencing Services. The Company has extensive expertise in DNA
sequencing and has incorporated multiple sequencing technologies into its
laboratory to accommodate both high throughput and highly complex projects.
Depending upon the nature of a project, Lark will develop an optimal sequencing
strategy to generate consistent, high quality sequence data for use in
applications spanning basic research to FDA submissions.

     o   FDA SUBMISSION QUALITY SEQUENCING. Projects completed by Lark for FDA
         submission are guaranteed to be 100% accurate with 100% double stranded
         coverage of the region of interest. Results are presented in a
         comprehensive report that can be incorporated into an application to be
         submitted to the FDA or other regulatory agency. With the increase in
         therapeutic targets resulting from the genomics effort combined with
         the increasing FDA requirements for sequence verification, the Company
         anticipates the growth for these services to exceed the industry
         average for all services.

     o   SINGLE PASS QUICK TURNAROUND ("QT") SEQUENCING. The single pass service
         is designed to give customers a "quick look" at high accuracy double or
         single strand sequence data from one or multiple clones in a short
         timeframe. Typically, these services have a 1 to 10 day turnaround
         depending upon the size of the clone to be sequenced. This service
         represents the bulk of the sequencing projects performed by Lark. The
         Company plans on splitting this into two services, one of which will
         represent the "true" quick turnaround service, which typically has a 1
         to 2 day turnaround, and a custom sequencing service which represents
         the remainder of the QT business. The keys to continued success in the
         quick turnaround market include penetration of the academic market,
         introduction of a LIMS (Laboratory Information Management System), the
         upgrade and automation of the other laboratory equipment, and
         streamlining of the sample processing steps in the


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         laboratory. The Company anticipates experiencing the fastest growth for
         this service based on the available market share and increasing needs
         for this service.

     o   HIGH VOLUME SEQUENCING SERVICES. Lark's high volume sequencing services
         typically involve sequencing thousands of selected clones from a
         genomic or expressed sequence tag ("EST") library utilizing high
         throughput automated systems. The libraries are provided by the
         customers and usually consist of clones from a specific genome of
         interest. Capacity and cost-effective analysis are the key components
         to successfully growing this service. The Company believes that the
         need for this type of service will continue through the next decade as
         efforts to complete the genomes of model organisms continues and
         additional plant, animal and microbial genomes are targeted. The
         introduction of fully automated instrumentation is essential to
         remaining competitive in this market segment.

     o   LARGE SCALE GENOMIC SEQUENCING SERVICES. Lark has developed the
         capability to construct libraries from a variety of genomic constructs
         and assemble them into full-length sequences, allowing for the
         sequencing of very large pieces of DNA, which can represent hundreds or
         thousands of genes. Lark applies a shotgun strategy to randomly produce
         plasmid clones from cosmids, bacterial artificial chromosomes ("BACs")
         and phage artificial chromosomes ("PACs") to sequence using automated
         sequencing technology. The Company assembles these random fragments
         into a single large consensus sequence and closes any missing sequence
         applying gap closure strategies. The need for genomic sequencing
         services is expected to grow significantly as clients seek to obtain
         more information surrounding the gene of interest.

GENETIC STABILITY TESTING ("GST") SERVICES

Lark introduced genetic stability testing as a product offering in 1996 to
assist clients in meeting the regulatory guidelines established for development
and maintenance of specific genetically engineered biotechnology products. Lark
analyzes and provides a comprehensive report on the genetic integrity of cell
banks used to produce recombinant proteins, monoclonal antibodies, gene therapy,
and vaccine products, which is essential to creating a reliable process,
producing a pure biologic product in high yield. The Company believes the need
for these services is growing rapidly with the number of biotechnology products
entering the clinical development pipeline. The FDA is requiring this work be
performed according to GLP guidelines, a key differentiating feature of Lark's
services. True GLP guidelines are not commonly followed in research laboratories
and many service laboratories due to the rigorous demands of documentation and
adhesion to the quality assurance regulations. Lark's entire laboratory operates
according to GLPs but it is particularly important for performing each of the
genetic stability testing services described below.

     o   DNA SEQUENCING. Direct sequencing of the plasmid isolated from the cell
         bank used to produce recombinant products would be the ideal template.
         However, the quantity of plasmid required makes this strategy
         impractical, as it would sacrifice a large number of valuable vials of
         cell banks. Lark has developed a number of alternative strategies to
         circumvent this issue and provide clients with complete sequence data.

     o   COPY NUMBER. Copy number is a service to monitor the number of gene
         expression constructs contained in a cell throughout the production
         cycle of a product. The FDA looks for consistency in copy number to
         ascertain the stability of the manufacturing process. Clients also
         monitor copy number to evaluate the production efficiencies of their
         cell banks in order to mitigate additional costs. Demonstrating that
         cells experience predictable changes in expression system copy number
         during production scale-up assures regulatory authorities that the
         process is well controlled.

     o   INSERTION NUMBER. Insertion number is similar to copy number but is an
         additional analysis that is utilized to measure a eucaryotic cell
         bank's stability. During cell line construction, the essentially random
         process of DNA integration can lead to several types of products. As
         with prokaryotic copy number analysis, companies also monitor to ensure
         optimal production efficiencies.

     o   PLASMID LOSS OR REARRANGEMENT. For plasmid-based gene expression
         systems, the loss or rearrangement of the plasmid can be a major
         practical problem in high yielding strains. The accumulation of cells
         lacking the expression system, or with damaged plasmids, can severely
         affect the productivity of a fermentation run. Lark has developed a
         number of assays to detect the percentage of cells missing or with a
         loss or rearrangement of the plasmid.

     o   PHAGE DETECTION. Phages are bacterial viruses, which can kill or alter
         the bacterium's growth cycle or expression levels. Lark's phage
         detection service is designed to detect contamination of a prokaryotic
         cell bank


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<PAGE>

         by either lysogenic or lytic phage. Phage contamination can be
         extremely detrimental to the production process by interfering with
         production efficiencies and purification steps of the end product.
         Phages are difficult to eliminate from a manufacturing environment
         making upfront analysis imperative.

GENETICALLY MODIFIED ORGANISM ("GMO") TESTING SERVICES

Lark provides services for identification and characterization of genetically
modified ("GM") crops and plants. Several effective services have been developed
for genetic testing of food and agricultural products. These laboratory services
offer a broad range of genetics-based assays for qualitative and quantitative
analysis of biotech modifications in plants such as corn, soy and other grain
products. Companies are requiring GMO testing of ingredients for labeling
requirements and to ensure the presence or absence of genetically enhanced
characteristics. This area clearly has the potential for tremendous growth as a
result of the increasing pressures to label and certify all agricultural
products.

     o   PCR ANALYSIS. This method is recognized as the "gold standard" for GMO
         testing. The Polymerase Chain Reaction ("PCR") is a sophisticated
         DNA-based technology that is internationally recognized as the fastest,
         most accurate method for detecting and quantifying products of
         agricultural biotechnology.

     o   SOUTHERN BLOT ANALYSIS. Lark will use standard Southern blot analysis
         for restriction enzyme fragment analysis or mapping of known insertion
         and gene expression analysis. While PCR analysis is certainly the
         fastest and most accurate method for detecting the presence of a GMO
         event, only the Southern blot method can provide information regarding
         quality and quantity of these events.

     o   SEQUENCE VERIFICATION (OF THE EXPRESSION CASSETTE). Direct sequencing
         of the GMO event can provide a level of detail of the GMO event, which
         cannot be achieved by either PCR analysis or Southern Blot Analysis.
         Sequence verification can ensure that the quality of the expression
         cassette has been maintained at the DNA level guaranteed to be 100%
         accurate with 100% double stranded coverage for that region.

GENE EXPRESSION AND DETECTION SERVICES

The genomics initiative continues to provide an abundance of gene sequence
information albeit little information regarding the function of genes in their
biochemical pathways. Lark continues to identify services it can offer to assist
clients in ascertaining the biological role of a gene by determining if, when,
and at what level a gene is being expressed in any number of samples of
interest. These services can be important in identifying novel genes, confirming
the validity of a gene as a drug target, and monitoring a target gene through
the product development process. These services are highly complementary to
genomic research and will continue to be of growing importance to companies
applying genomics to their product development efforts. Lark will continue to
expand the number of services it offers for gene expression and detection
purposes by actively seeking technologies, which meet the growing needs of its
client base.

     o   QUANTITATIVE POLYMERASE CHAIN REACTION ("QPCR"). Lark's QPCR service
         provides highly accurate gene sequence detection. The method is a
         powerful tool for analyzing the distribution and expression of target
         DNA or RNA in a high throughput format. This service has a broad number
         of applications in biotechnology product development including gene
         therapy distribution and expression analysis, drug response studies,
         mutation detection, and expression system development. The ability to
         specifically and accurately track target sequences of interest will
         have a significant impact on the monitoring requirements established by
         the regulatory agencies for a variety of biotechnology-based products.

CUSTOM CORE MOLECULAR BIOLOGY SERVICES

Many of the custom projects Lark performs require the application of molecular
biology techniques either upstream or downstream from the main service provided.
As a result, Lark has developed the ability to perform a breadth of molecular
biology techniques, which can be offered as a complement to another service, or
as a stand-alone service. The Company envisions an expanding list of custom
services as new technologies and advances occur in the field of molecular
biology. Some of the more frequently requested services offered by the Company
are described below.

     o   NUCLEIC ACID EXTRACTION SERVICES. All of Lark's services involve
         manipulation of nucleic acids, the starting material for molecular
         biology research and development. Nucleic acids are the DNA and RNA
         contained in the cells of organisms. Lark both extracts and purifies
         the nucleic acids from its clients' samples or receives them already
         prepared by its clients. Lark has developed a variety of extraction
         procedures to analyze DNA and/or RNA from blood, tissue, and other
         fluids as well as, bacterial, plant and cell culture samples. The
         Company has established the facilities and personnel training necessary
         to extract nucleic acids from human, animal and plant origin. The
         ability to process these samples in a high throughput format has been
         established


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         for numerous sample sources such as blood and continues to develop
         processes for other sample types.

         The quality of the nucleic acid preparation can significantly influence
         the outcome of a particular assay. To ensure high quality results, the
         Company strongly encourages its clients to use its standardized GLP
         extraction services. Lark believes the requests for these services will
         continue to expand as the pharmacogenomics revolution fuels the need to
         analyze the genetic make up of large patient populations involved in
         clinical trials.

     o   SUBCLONING. Subcloning is a procedure used to transfer a DNA region of
         interest into a vector that is more suitable for procedures such as DNA
         sequencing and gene expression. Although subcloning is a common method
         used in genetic research, it can be a less than obvious process. Lark
         can provide a strategy for subcloning a variety of different sequence
         fragments, including PCR products, into standard vector systems. Once
         in a standard vector system, the customer can more readily manipulate
         the clone for specific applications of interest.

     o   LIBRARY SCREENING. During the gene discovery process, customers may
         find only a portion of a gene of interest. Lark can use such a gene
         fragment to screen a library of clones and isolate the full-length cDNA
         of interest. Lark can also search a library to find homologous genes in
         related species or isolate the genomic equivalent of a cDNA.

     o   POLYMERASE CHAIN REACTION (PCR). PCR can be used to amplify a specific
         sequence of interest from plasmid, viral, or genomic DNA. The amplified
         fragment can be used as a probe, part of a plasmid construction, or for
         direct DNA sequencing identification. Lark also has the expertise to
         provide reverse transcription PCR ("RT-PCR") for amplification of an
         RNA product.

     o   DNA PREPARATION. Many of Lark's customers need large amounts of DNA for
         sequencing or probe generation. Lark has the ability to prepare plasmid
         DNA or phage DNA on a large-scale basis for its customers.

         BUSINESS STRATEGY. The Company plans to expand its leadership position
as a high quality molecular biology Contract Research Organization ("CRO") on a
global basis by:

     o   refining sales efforts to target new customers
     o   developing its current customer base and leveraging high level of
         repeat business
     o   expanding into continental Europe by focusing its sales efforts on
         countries outside of the UK
     o   growing existing molecular biology service business to support the high
         growth genomics industry
     o   applying molecular biology expertise to new and expanding market
         opportunities
     o   updating instrumentation and automation capabilities to compete with
         other state of the art CROs

REFINING SALES EFFORTS TO TARGET NEW CUSTOMERS

Lark has always relied heavily on its existing relationships to fuel its growth
and provide direction for the development of new services. The sales team has
been focused on, and rewarded by, maintaining existing relationships. The
continued approach of focusing the sales team's efforts on securing new accounts
and expanding the level of business within existing large accounts is a
necessity and will provide opportunities to significantly increase revenue.

EXPLOITING CURRENT CUSTOMER BASE AND LEVERAGE HIGH LEVEL OF REPEAT BUSINESS

The Company has significant relationships with a number of leading biotechnology
companies and has served 18 of the 20 largest pharmaceutical companies.
Worldwide, the Company has also attained greater than an 80% repeat business
while growing at an annual compounded growth rate of greater than 14% since
1998. Lark will continue to capitalize on its commercial relationships through
its direct sales force. Often smaller service contracts lead to larger follow-on
work once Lark has demonstrated its ability to provide high quality data in an
agreed upon timeframe to a new customer.

Over the years Lark's customers have looked to the Company for advice and
direction in achieving aggressive corporate milestones. The Company believes our
technically competent sales team can enhance the opportunities for Lark to
develop long-term service relationships with its clients based on a
comprehensive understanding of each account's specific needs. The breadth of
services offered by Lark allows the Company to leverage its relationship with
investigators in one department of a company into further relationships with
other investigators in adjoining departments of the company.


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EXPANDING INTO CONTINENTAL EUROPE BY FOCUSING ITS SALES EFFORTS ON COUNTRIES
OUTSIDE OF THE UK

In June 1998, the Company completed a unique service operation
on behalf of Pfizer Ltd. at its facility in Sandwich, England. Following this
initial collaboration Lark moved its operations offsite and established a
sequencing laboratory and sales office in Saffron-Walden, just outside of
Cambridge, UK. Lark used its existing client relationship to catapult into the
European market. Lark has been extremely successful in securing and maintaining
new business in the UK, but relatively unsuccessful in expanding into
continental Europe. While the UK represents a significant percentage of the
total European market there is still a tremendous opportunity to secure new
business outside of the UK. The Company has recently expanded its highly
competent sales team to continue to target key opportunities throughout Europe.
The Company has identified a number of potential key accounts and is focusing on
securing new business from these accounts, which should result in a significant
opportunity for new business and revenue source.

GROWING EXISTING SERVICE BUSINESS TO SUPPORT HIGH GROWTH GENOMICS INDUSTRY

The Company has established five product lines, which support genomics-based
research and development efforts: 1) Custom DNA Sequencing Services, 2) Genetic
Stability Testing (GST) Services, 3) Genetically Modified Organism (GMO) Testing
Services, 4) Gene Expression and Detection Services, and 5) Custom Core
Molecular Biology Services. Within each of these product lines are specific
services designed to meet specific project needs. Through the Company's
interactions with clients and awareness of the industry, Lark has identified
additional services to supplement these product lines to further support its
clients' genomics programs.

Lark's technology development group evaluates an ongoing list of new services to
bring to market at an average rate of one per quarter. The Company prioritizes
these service opportunities based upon a number of criteria including requests
from clients, competitive advantages, regulatory requirements, emerging market
opportunities, market size and time to market.

The Company's technology development group is particularly interested in
identifying service opportunities where Lark can further its competitive
position through collaboration with companies or researchers who have already
developed the technology. The Company has already identified a number of
services in the genomics and proteomics (study of the structure and function of
proteins) fields, which it is analyzing as possible additions to its existing
service platform.

APPLYING MOLECULAR BIOLOGY EXPERTISE TO NEW AND EXPANDING MARKET OPPORTUNITIES

The Company believes the power of molecular biology has far reaching
applications extending beyond the classical biopharmaceutical industry. It has
identified the agricultural biotechnology markets as a new and expanding
opportunity for its molecular biology services. Lark will direct the sales team
to penetrate the fast-growing agbio sector of the biotechnology industry. Lark
believes additional market opportunities are emerging in the field of food
testing. As the Company expands its selling capabilities it will initiate sales
programs to exploit the opportunities in that new market.

MARKET OVERVIEW AND COMPETITION.

The Company was established to provide contract research services to
biotechnology researchers. With the advent of the Human Genome Project (an
initiative to map and sequence the human genome) and revolutionary advances in
the field of molecular biology, the Company has developed quality services to
capitalize upon these market opportunities. Today, the Company's services are
used worldwide by commercial, government and academic institutions. The Company
has earned a reputation as a leading provider of high quality DNA sequencing.
This reputation has allowed the Company to obtain key contracts with major
pharmaceutical and biotechnology companies throughout the world. The Company is
a fee for service contractor and typically takes no ownership position in the
intellectual property rights of the services it performs under contract.

Several factors influence the current competitive business conditions faced by
the Company. First, the total amount of DNA sequencing is increasing due to
genome sequencing initiatives, and competitive pressures in the pharmaceutical
industry. Major pharmaceutical companies have made significant financial
commitments to gene therapy approaches. These approaches are maturing and may
require demonstration of genetic stability before or during clinical trials. For
example, there are currently over 60 biotech products in the marketplace and
over 260 in clinical trials and 2,000 in preclinical development, all of, which
potentially require FDA submission sequencing in support of a demonstration of
genetic stability.

         Additionally, companies in both the pharmaceutical and biotechnology
sectors are facing increasing competitive pressures to reduce fixed
expenditures. Pharmaceutical companies are increasingly outsourcing routine


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procedures to maximize the innovative aspects of their internal efforts. The
biotechnology sector has accepted the virtual company model, which supports
further outsourcing of routine development efforts.

         The Company has many attributes, which have enabled it to compete in
this complex environment. The Company is recognized as a quality leader among
contract molecular biology service providers and has operated under the
direction of industry professionals for more than seven years. The Company's
technical team follows standard operating procedures, which help to produce
consistent, high quality results. Because services are performed in compliance
with GLPs as specified by the FDA, Lark can undertake projects that support
applications to the FDA. Finally, the Company provides a breadth of molecular
biology services with flexible protocols to meet project specific objectives.

         The Company faces several types of competition. The first is individual
researchers capable of performing the work themselves rather than contracting it
out. A similar type of competition is that of the core lab, either in an
academic setting or within a large company, which can provide services at a
much-reduced rate due to subsidies of its overhead expenses. These first types
of competition are difficult to overcome due to the perception of significantly
lower costs. There are several smaller companies, which offer DNA sequencing,
and/or related molecular biology services, which have not yet demonstrated the
longevity, breadth of services or marketing ability that the Company has.
Finally, new entrants in the genomics sequencing market have arisen. These
companies typically focus on high throughput, high volume sequencing services,
whereas Lark offers a wide breadth of custom sequencing services.

         The Company markets its services through advertisements in biological
and pharmaceutical journals, presentations to potential clients, attendance at
trade shows and scientific conferences, and client referrals. The Company's
sales staff in the United States and in its European branch office is
compensated with base salaries and commissions based on performance.

         RAW MATERIALS. The principal suppliers of raw materials for the
Company's services are laboratory supply companies. The Company believes that
there are sufficient alternate suppliers available such that raw materials will
be available in sufficient quantities and at reasonable cost for the foreseeable
future.

         CUSTOMERS. The Company provides services to researchers at a large
number of public and private institutions and business entities. One single
client represented more than 10% of the Company's business in 2002.

         PATENTS AND PROPRIETARY TECHNOLOGY. The Company actively seeks patent
protection in the U.S. and in significant foreign countries for inventions and
technologies for which it deems such protection commercially advisable. In
connection with its senescence gene discovery program, the Company currently has
licensed rights to one issued U.S. patent and shared ownership in another patent
application. The Company believes that this patent protection is important to
its senescence technology, but not essential to the overall success of the
Company. The Company can make no assurances that these applications will be
approved, that similar patents have not been or will not be issued, or that any
patent issued to the Company will not be circumvented or infringed. In
connection with its senescence gene discovery program, the Company is subject to
certain performance and royalty arrangements as described in Note 8 of the
financial statements.

         The Company relies on trade secrets and technical know-how in order to
maintain its competitive advantage and scientific expertise. It is the practice
of the Company to enter into confidentiality agreements with employees,
consultants, members of its scientific advisory board, and any third party to
whom it discloses confidential information. There can be no assurance that such
confidential information will not be disclosed or that similar trade secrets or
expertise will not be independently developed, or that access to such
information could not be gained inadvertently.

         The Company is, by nature of its work, privy to certain confidential
information of its customers. In order to attract and maintain clients the
Company enters into confidentiality agreements with its customers, as both
parties deem appropriate. There can be no assurance that such confidential
information will not be disclosed or that similar trade secrets or expertise
will not be independently developed, or that access to such information could
not be gained inadvertently.

         GOVERNMENTAL APPROVAL. The Company is not dependent upon governmental
approval of its current services. However, many of its clients will submit
applications for new drugs or devices to the FDA. A significant portion of the
projects undertaken by the Company are in support of such applications and thus
are subject to compliance with standards established by the FDA and its foreign
counterparts. The Company employs personnel and utilizes procedures, which it
deems necessary to comply with these regulatory standards. Although the Company
and its


                                       6
<PAGE>

services are not themselves subject to FDA approval, the Company complies with
these regulatory standards in order to undertake this type of project for its
clients.

         By virtue of its work in support of its client's submissions to the FDA
and other regulatory bodies, the Company is subject to inspections by the FDA
and other federal, state and local agencies regarding specific FDA submission
projects it has worked on. Regulatory affairs audit teams from its
pharmaceutical and biotech clients frequently inspect the Company's facilities
and procedures to ascertain whether the Company complies with applicable
regulations. To date, the Company has not been found in material noncompliance
with the FDA or customer requirements. If significant violations were discovered
during a client or governmental inspection, the Company might be restricted from
undertaking additional submission projects until the violations were remedied.
In the event that remedying such violations required significant time or
financial resources, such violations could have a material adverse impact upon
the Company.

         GOVERNMENTAL REGULATIONS AND ENVIRONMENTAL LAWS. The Company is subject
to regulations concerning laboratory and occupational safety practices, the use
and handling of hazardous chemicals and radioisotopes, and environmental
protection. The Company believes that it is in general compliance with such
applicable federal, state and local regulations and does not estimate the costs
to comply with these regulations will not be material.

         EMPLOYEES. As of December 31, 2002, the Company had a total of 45 full
time employees of which 32 were based in the US and 13 were based in the UK. The
Company believes that its employee relations are good, but can make no
assurances that it will continue to be able to attract and retain qualified
employees. The Company also has engaged the services of consultants when
appropriate.

ITEM 2.  PROPERTIES

         The Company leases 15,544 square feet of office and laboratory space
for its corporate headquarters in Houston, Texas pursuant to a lease, which
expires December 31, 2009. The Company has the first right of refusal to lease
approximately 10,000 contiguous additional square feet. The Company also leases
office space for its European branch office in Saffron Walden, England pursuant
to a lease which expires March 31, 2003. Future amounts due under the terms of
these leases are detailed in Note 8 - "Commitments and Contingencies - Leases"
of the financial statements. The Company carries commercial insurance, which it
deems sufficient to cover loss of lab equipment or occupancy privileges.

ITEM 3.  LEGAL PROCEEDINGS

         Not Applicable.

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

         There were no matters submitted to a vote of security holders during
the fourth quarter of the year ended December 31, 2002.

                                     PART II

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

         The Common Stock of the Company has been quoted on the OTC Bulletin
Board system under the symbol LDNA since the fourth quarter of 1995. As reported
by wallstreetcity.com historical quotes, the high and low bids for each quarter
of 2001 and 2002 are shown in the following table. These bids reflect the price
paid by the buyer, and do not include the commission withheld by the broker(s).

STOCK PRICES

  <Table>
  <Caption>
                                                  2001                      2002
                                          ---------------------     ---------------------
                                             High       Low           High        Low
                                             ----       ---           ----        ---
 <S>                                         <C>        <C>            <C>        <C>
  Quarter Ending March 31,                  $2.25      $1.25          $2.05      $0.96
  Quarter Ending June 30,                   $1.50      $0.87          $2.00      $1.24
  Quarter Ending September 30,              $0.95      $0.62          $1.59      $0.75
  Quarter Ending December 31,               $1.90      $0.67          $1.70      $1.01
  </Table>


                                       7
<PAGE>

         As of March 21, 2003, there were approximately 2,452 holders of record
of the Common Stock.

         The Company has never paid dividends on its Common Stock, and does not
anticipate paying any cash dividends in the foreseeable future.

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

         The following discussion and analysis should be read in conjunction
with the Financial Statements and the accompanying Notes herein, and is
qualified entirely by the foregoing and by other more detailed financial
information appearing elsewhere.

         OVERVIEW. The Company's revenues are derived through provision of DNA
sequencing and related molecular biology services to researchers in the
pharmaceutical, biotechnology, agri-technology and related industries. Quarterly
fluctuations in revenues arise primarily from variations in contract status with
customers. In addition, the majority of customer projects are individual orders
for specific projects ranging in value from $6,000 to $140,000. Engagement for
successive work is highly dependent upon the customer's satisfaction with the
services provided to date. The Company is unable to predict for more than a few
months in advance the number and size of future projects in any given period.
Thus, timing could have a significant impact on financial results in any given
period. The impact of the unpredictable project fluctuations from customers can
result in very large fluctuations in financial performance from quarter to
quarter.

         The Company believes that its expansion efforts discussed in Part I
will compensate for some of these sales fluctuations. In addition, the Company
has initiated several steps to mitigate the effects of these fluctuations where
possible.

Critical Accounting Policies and Estimates--The Company's discussion and
analysis of its financial condition and results of operations are based upon its
financial statements, which have been prepared in accordance with accounting
principles generally accepted in the United States. The preparation of these
financial statements requires the Company to make estimates and judgments that
affect the amounts reported in our financial statements and accompanying notes.
On an on-going basis, the Company evaluates these estimates, including those
related to customer bad debts, estimated useful lives of property and equipment,
and income taxes. The Company bases its estimates on historical experience and
on various other assumptions that are believed to be reasonable under the
circumstances, the results of which form the basis for making judgments about
the carrying values of assets and liabilities that are not readily apparent from
other sources. Actual results may differ from these estimates.

         The Company believes the following critical accounting policies reflect
the more significant judgments and estimates used in the preparation of the
financial statements:

Allowance for doubtful accounts--The Company maintains an allowance for doubtful
accounts for estimated losses resulting from the inability of our customers to
pay for laboratory service fees. The Company generally requires a deposit of
approximately 50% of the total anticipated billings prior to commencing work on
larger laboratory service projects. Historically, the Company has not
experienced significant bad debts and losses have been within management's
estimates. However, if the financial condition of the Company's customers were
to deteriorate rapidly, resulting in nonpayment, the Company could be required
to provide additional allowances for doubtful accounts which would decrease net
income in the period that this determination was made.

Property and equipment--Property and equipment relate primarily to laboratory
equipment and computer equipment. These costs are depreciated or amortized over
the estimated useful lives of the assets. If technology related to the
laboratory equipment or computer equipment was to rapidly change, the estimated
useful lives of existing equipment may be shortened. This would result in
accelerating depreciation and amortization expense, which would decrease net
income in the periods following such a determination. Additionally, the Company
periodically evaluates the costs of property and equipment for impairment in
accordance with Statement of Accounting Standards No. 144, "Accounting for
Impairment or Disposal of Long-Lived Assets and Long-Lived Assets to be Disposed
Of." If events or circumstances were to indicate that any of the long-lived
assets might be impaired, the Company would be required to analyze the estimated
undiscounted future cash flows from the applicable assets. If the carrying value
of the asset were less than the undiscounted cash flows, the Company would be
required to record an impairment loss, which would reduce net income, to the
extent that the carrying value of the asset exceeded fair value.

Deferred taxes--The Company has recorded a valuation allowance to reduce net
deferred tax assets to zero as a result of the Company's cumulative loss
position and the uncertainty of the Company's ability to realize the net
deferred tax


                                       8
<PAGE>

assets in the future. If the Company were able to realize the deferred tax
assets in the future, an adjustment to reduce the valuation allowance would
increase net income.

RESULTS OF OPERATIONS

         Revenues. Revenues increased 11% from $6,040,445 to $6,692,305 for the
years ended December 31, 2001 and 2002, respectively. The growth came from
increases in most product lines, including areas relating to genomic DNA
sequencing, testing of industrially important cell lines and in assays relating
to pre-clinical and clinical testing of new biopharmaceuticals, with the fastest
growth occurring in the UK custom sequencing.

         Costs of Services. Costs of services consist primarily of labor and
laboratory supplies. Costs of services decreased 8% from $3,966,882 to
$3,662,096 for the years ended December 31, 2001 and 2002, respectively. The
majority of the decrease in cost of services can be attributed to increased
process efficiencies gained through instrumentation and automation. Decreases in
costs included labor, equipment maintenance and repair, equipment rent, and
depreciation. Costs of services as a percentage of revenue were 66% and 55% for
the years ended December 31, 2001 and 2002, respectively.

         Sales, General and Administrative Expenses. Sales, general and
administrative expenses consist primarily of salaries and related costs,
depreciation, amortization, legal and professional costs, rent, travel, and
advertising. Sales, general and administrative expenses increased 5% from
$2,102,467 to $2,209,890 for the years ended December 31, 2001 and 2002,
respectively. The increase is mostly a result of increased sales personnel
salaries both in the US and Europe. Sales, general and administrative expenses
as a percentage of revenue were 35% and 33% for the years ended December 31,
2001 and 2002, respectively.

         Other Income(Expenses). Other income and (expense) consists primarily
of interest income, interest expense and other income and was within
management's expectations/estimates for the year ended December 31, 2002,
decreasing 175% from $80,885 income to ($60,725) expense for the years ended
December 31, 2001 and 2002, respectively. The income realized in 2001 was
attributable to a contract cancellation deposit.

         Provision for Income Taxes. The Company recorded an income tax expense
of $34,645 in 2002 and $14,410 in 2001. The effective tax rate was 5% for fiscal
year 2002 and 28% for fiscal year 2001. The decrease in effective tax rate in
2002 is due to the fact that the Company is only paying franchise taxes and with
the $687,378 increase in net income, the effective tax rate was lower in 2002
than in 2001. The Company does not have a sufficient history of profitability to
benefit fully all its deferred tax assets at this time. The largest component of
un-benefited deferred tax assets arises because depreciation expense for
accounting purposes is substantially higher than tax depreciation expense. Until
the Company has a more established history of profitability, it will not be
sufficiently confident of receiving the full benefit of these future income tax
deductions.

         As of December 31, 2002, the Company had net deferred tax assets of
approximately $337,000. Net deferred tax assets primarily relate to revenue that
has been recognized for income tax purposes but deferred for financial reporting
purposes together with reserves and accruals that have been recognized for
financial reporting purposes but not for income tax purposes. At December 31,
2002, the Company had federal net operating loss carry forwards of approximately
$305,000. The net operating loss carry forwards will expire in 2020, if not
utilized. The valuation allowance for deferred tax assets includes approximately
$290,000 attributable to net operating losses. Utilization of the net operating
loss and tax credit carry forwards may be subject to a substantial annual
limitation due to the ownership change limitations provided by the Internal
Revenue Code of 1986, as amended and similar state provisions. The annual
limitation may result in the expiration of net operating loss and tax credit
carry forwards before utilization.

VARIABILITY OF FUTURE OPERATING RESULTS.

The growth in annual revenues was largely attributable to increased revenues in
each quarter over respective quarters in 2002. Although the Company expects
higher and less variable revenue streams resulting from the implementation of
our business strategies, the ultimate success of these changes cannot be
reasonably predicted.

In February of 2003 the Company executed a service contract which could result
in a significant revenue stream for 2003 and ensuing years. However, the value
and term of the contract will not be determined until the second half of 2003,
if at all.


                                       9

<PAGE>
         LIQUIDITY AND CAPITAL RESOURCES. Operating cash flow used was
($300,393) and provided was $1,042,591 for the years ended December 31, 2001 and
2002, respectively. The operating cash flow was due largely to the increase in
net income, accounts payable, and customer deposits in 2002 for projects both in
the U.S. and the U.K.

         During 2002, cash used in investing activities was $272,500 for
property and equipment additions in order to support the current and expected
increase in revenues made possible by the addition of the new services and
receipt of a large contract.

         The Company had no bank debt at December 31, 2002. The Company has a
line of credit with its principal bank, which expires December 31, 2003. The
line of credit provides for borrowing up to 80% of accounts receivable that are
less than 90 days old and requires the Company to meet certain financial ratios.
The Company was in compliance with those ratios at December 31, 2002. There is
$492,795 available under the line as of December 31, 2002. See note 6 to the
financial statements for further details concerning debt.

          Management anticipates that additional capital expenditures necessary
to support the Company's operating growth can be funded through a combination of
existing or proposed credit facilities and future operating results. The
Company's planned operating growth will occur through a higher degree of
automation made possible by equipment additions and upgrades.

Contractual Obligations and Commercial Commitment--The following table
summarizes the Company's contractual obligations and commercial commitments as
of December 31, 2002 and the effect they are expected to have on its liquidity
and capital resources:

<Table>
<Caption>
Contractual                                                      Less than                              After
Obligations                                      Total             1 Year           1-3 Years          3 Years
-----------------------------------------------------------------------------------------------------------------
<S>                                         <C>               <C>              <C>                 <C>
Revolving line of credit                     $           -     $           -    $             -     $           -
Other credit facilities                                  -                 -                  -                 -
Capital lease obligations                        1,241,920           509,363            732,557                 -
Non-cancelable operating leases                  1,129,101           161,825            331,139           636,137
-----------------------------------------------------------------------------------------------------------------
Total contractual obligations                $   2,371,021     $     671,188    $     1,063,696     $     636,137
                                         ========================================================================
Other commercial commitments:
Revolving line of credit availability.       $     600,000     $     600,000    $             -     $           -
                                         ========================================================================
</Table>

The company anticipates moving its European operations from the current location
toward the end of the second quarter of 2003 as the lease will expire after
March 31, 2003 and a long-term renewal cannot be secured at the current
location. The Company approximates that it will incur expenses associated with
relocation of approximately $135,000 and an increase in the cost of lease space
of approximately $38,000 per year.

MATERIAL COMMITMENTS.

         The Company currently has no other undisclosed outstanding material
commitments.


                                       10
<PAGE>
ITEM 7. FINANCIAL STATEMENTS



                             LARK TECHNOLOGIES, INC.


                          Index to Financial Statements
                     Years ended December 31, 2001 and 2002




                                    Contents

                                                                  Page
                                                                  ----

Report of Independent Auditors...............................       12

Financial Statements

        Balance Sheet as of December 31, 2002................       13

        Statements of Operations for
           Years Ended December 31, 2001 and 2002............       14

        Statements of Stockholders' Equity for
           Years Ended December 31, 2001 and 2002............       15

        Statements of Cash Flows for
           Years Ended December 31, 2001 and 2002............       16

Notes to Financial Statements................................       18



                                       11

<PAGE>
                         REPORT OF INDEPENDENT AUDITORS


Lark Technologies, Inc.
Board of Directors and Stockholders

We have audited the accompanying balance sheet of Lark Technologies, Inc. (the
"Company") as of December 31, 2002, and the related statements of operations,
stockholders' equity, and cash flows for each of the two years in the period
ended December 31, 2002. These financial statements are the responsibility of
the Company's management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the 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 financial statements referred to above present fairly, in
all material respects, the financial position of Lark Technologies, Inc. at
December 31, 2002, and the results of its operations and cash flows for each of
the two years in the period ended December 31, 2002, in conformity with
accounting principles generally accepted in the United States.



                                           ERNST & YOUNG LLP

Houston, Texas
March 14, 2003


                                       12

<PAGE>
                                   Lark Technologies, Inc.
                                        Balance Sheet
                                   As of December 31, 2002


<TABLE>
<S>                                                              <C>
Assets
Current assets:
               Cash and cash equivalents                            $499,131
               Accounts receivable                                $1,329,287
               Due from related parties                              $30,698
               Inventory                                             $47,842
               Prepaid expenses                                      $86,547
                                                                -------------
Total current assets                                              $1,993,505

Property and equipment, net                                       $1,861,160
Other assets, net                                                    $58,324
                                                                -------------
Total assets                                                      $3,912,989
                                                                =============

Liabilities and stockholders' equity
Current liabilities:
               Accounts payable                                     $434,738
               Capital lease obligation,
               current portion                                      $442,846
               Accrued expenses                                     $228,354
               Customer deposits                                    $253,168
                                                                ------------
Total current liabilities                                         $1,359,106

Capital lease obligation, less current portion                       687,704
Deferred rent expense                                                 37,188
                                                                -------------
Total long term liabilities                                          724,892

                                                                -------------
Total liabilities                                                 $2,083,998

Commitments and Contingencies
Stockholders' equity
               Preferred stock, $0.001 par
               value:
                    Authorized shares - 2,000,000
                    None issued or outstanding
               Common stock, $0.001 par value:
                    Authorized shares - 8,000,000
                    Issued shares - 3,583,898
                    Outstanding shares - 3,575,920                     3,584
               Additional paid-in capital                          2,691,855
               Treasury stock at cost                                (16,223)
               Deferred compensation                                  (4,781)
               Accumulated comprehensive gain                         22,208
               Accumulated deficit                                  (867,652)
                                                                -------------
Total stockholders' equity                                        $1,828,991
                                                                -------------
Total liabilities and stockholders' equity                        $3,912,989
                                                                =============
</Table>


                                       13
<PAGE>
                             LARK TECHNOLOGIES, INC
                            STATEMENTS OF OPERATIONS

<TABLE>
<CAPTION>
                                                           Years ended December 31,
                                                        -------------------------------
                                                           2001               2002
                                                        -------------------------------
<S>                                                     <C>                 <C>
Revenue:
            Laboratory Services                         $6,040,445          $6,692,305

Costs and expenses:
            Costs of services                            3,966,882           3,662,096
            Sales, general and administrative            2,102,467           2,209,890
                                                        -----------        ------------
Total costs and expenses                                 6,069,349           5,871,986
                                                        -----------        ------------
Operating income (loss)                                    (28,904)            820,319

Other income and (expense):
            Interest income                                 19,532               4,771
            Other income                                   136,029                   0
            Interest expense                               (74,676)            (65,496)
                                                        -----------        ------------
Total other income (expense)                                80,885             (60,725)
                                                        -----------        ------------
Income before income taxes                                  51,981             759,594

Provision for income taxes                                  14,410              34,645
                                                        -----------        ------------
Net income                                                 $37,571            $724,949
                                                        ===========        ============



Basic and diluted earnings per common share                  $0.01               $0.20
                                                        ===========        ============
</TABLE>


                                       14
<PAGE>
                             LARK TECHNOLOGIES, INC.
                       STATEMENTS OF STOCKHOLDERS' EQUITY
                 FOR THE YEARS ENDED DECEMBER 31, 2001 AND 2002


<TABLE>
<CAPTION>
                                           Common Stock
                                       --------------------      Additional    Treasury Stock
                                          Shares     At Par       Paid-in     ----------------      Deferred
                                       Outstanding   Value        Capital     Shares   At Cost    Compensation
                                       ------------------------------------------------------------------------


                                       ----------------------   -----------------------------------------------
<S>                                     <C>           <C>         <C>           <C>      <C>          <C>
BALANCE AT DECEMBER 31, 2000              3,520,395   $3,520      $2,669,615    4,500    ($4,946)            -

Options exercised                             1,003        1             729
Currency translation loss
Net Income
Comprehensive income
                                       ----------------------   -----------------------------------------------
BALANCE AT DECEMBER 31, 2001              3,521,398   $3,521      $2,670,344    4,500    ($4,946)            -
                                       ======================   ===============================================


Warrants exercised                           62,500       63          15,562
Common Stock repurchased                                                        3,478    (11,277)
Deferred compensation                                                  5,949                            (5,949)
Amortized deferred compensation                                                                          1,168
Currency translation gain
Net Income
Comprehensive income
                                       ----------------------   -----------------------------------------------
BALANCE AT DECEMBER 31, 2002              3,583,898   $3,584      $2,691,855    7,978   ($16,223)      ($4,781)
                                       ======================   ===============================================
</TABLE>


<TABLE>
<CAPTION>
                                         Accumulated
                                        Comprehensive  Accumulated
                                         Gain/(Loss)     Deficit      Total
                                       ---------------------------------------


                                       ---------------------------------------
<S>                                       <C>        <C>           <C>
BALANCE AT DECEMBER 31, 2000              ($2,811)   ($1,630,172)  $1,035,206

Options exercised                                                         730
Currency translation loss                  (3,201)                     (3,201)
Net Income                                                37,571       37,571
Comprehensive income                                                   34,370

                                       ---------------------------------------
BALANCE AT DECEMBER 31, 2001              ($6,012)   ($1,592,601)  $1,070,306
                                       =======================================

Warrants exercised                                                     15,625
Common Stock repurchased                                              (11,277)
Deferred compensation                                                       -
Amortized deferred compensation                                         1,168
Currency translation gain                  28,220                      28,220
Net Income                                               724,949      724,949
Comprehensive income                                                        -
                                       ---------------------------------------
BALANCE AT DECEMBER 31, 2002              $22,208      ($867,652)  $1,828,991
                                       =======================================
</TABLE>



                                       15
<PAGE>
                            LARK TECHNOLOGIES, INC.
                           STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                               Years ended December 31,
                                                        --------------------------------------
                                                               2001                    2002
                                                        --------------------------------------
<S>                                                        <C>                    <C>
OPERATING ACTIVITIES
Net income                                                    $37,571                $724,949
Adjustments to reconcile net income
   to net cash provided by (used in) operating activities
            Depreciation and amortization                     423,285                 472,308
            Amortization of deferred compensation                   -                   1,168
            Write-off of Senesence Patent                      16,749                       -
            Provision for losses on accounts receivables       20,038                  19,104
            Changes in operating assets and liabilities:
                 Accounts receivable                         (295,204)               (247,022)
                 Inventory                                    181,427                  36,998
                 Prepaid expenses                              87,065                  (1,082)
                 Due from related parties                         721                 (36,567)
                 Accounts payable                            (169,536)                 85,754
                 Accrued expenses                              30,690                  80,648
                 Deferred rent                                  9,324                   9,324
                 Deposits                                    (642,523)               (102,991)
                                                        --------------          --------------
Net cash provided by (used in) operating activities         ($300,393)             $1,042,591

INVESTING ACTIVITIES
Purchases of property and equipment                           (86,403)               (272,500)
                                                        --------------          --------------
Net cash used in investing activities                         (86,403)               (272,500)

FINANCING ACTIVITIES
Principal payments on notes payable                          (131,668)               (420,929)
Proceeds from notes payable                                    92,000                       -
Repayment on capital lease obligations                       (150,147)               (296,841)
Proceeds from issuance of common stock                              -                  15,625
Proceeds from exercised options                                   730                       -
Treasury stock                                                      -                 (11,277)
                                                        --------------          --------------
Net cash used in financing activities                        (189,085)               (713,422)
                                                        --------------          --------------
Effect of currency translation on cash                         (3,201)                 28,220
Net increase (decrease) in cash and cash equivalents         (579,082)                 84,889
Cash and cash equivalents at beginning of year                993,324                 414,242
                                                        --------------          --------------
Cash and cash equivalents at end of year                     $414,242                $499,131
                                                        ==============          ==============
</TABLE>


                                       16
<PAGE>
<TABLE>
<CAPTION>
                                                                  Years ended  December 31,
                                                                  -------------------------
                                                                   2001              2002
                                                                  -------------------------
<S>                                                               <C>               <C>
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid during the year for:
       Interest                                                   $74,676           $65,496
       Income taxes                                               $13,300            16,544
Noncash investing activities:
       Capital leases to acquire property and equipment          $485,729          $914,457
       Prepaid maintenance contract on equipment under lease            -           $51,066
       Notes payable for prepaid insurance                       $103,291                 -
</TABLE>



                                       17


<PAGE>

                             LARK TECHNOLOGIES, INC.
                          NOTES TO FINANCIAL STATEMENTS


1.  ORGANIZATION

        Lark Technologies, Inc., a Delaware corporation (the "Company" or
"Lark"), was formed on November 16, 1994, as a wholly-owned subsidiary of
SuperCorp Inc. ("SuperCorp"), for the purpose of merging with Lark Sequencing
Technologies, Inc., a Delaware corporation ("Sequencing"), as outlined in a
merger agreement ("Merger Agreement") entered into by SuperCorp and Sequencing
on October 28, 1994. SuperCorp approved the Merger Agreement on September 5,
1995 and the stockholders of Sequencing approved it on September 12, 1995.
Because of the merger, all of the shares of common and preferred stock of
Sequencing were exchanged for 1,800,000 shares of Common Stock of the Company
with a par value of $0.001 per share, and the 200,000 shares of Common Stock of
the Company held by SuperCorp were distributed to the shareholders of SuperCorp.
The Company has succeeded to all of the business previously undertaken by
Sequencing. Lark provides specialized laboratory services for DNA sequencing to
biotechnology researchers.

2.  SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

        The preparation of financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
judgments, estimates and assumptions that affect the amounts reported in the
financial statements and accompanying notes. Actual results could differ from
those estimates.

Inventory

        Work in process inventory includes the direct and indirect costs
associated with projects that were started but not completed as of December 31,
2002. Direct costs include such items as the cost of labor, reagents and
supplies directly associated with each project. Indirect costs include such
items as general supplies, laboratory management, depreciation, and costs to
operate the lab. These costs are applied to each project based on direct labor
hours incurred for the project up to the point of measurement such as the end of
an accounting period. At December 31, 2002, work in process inventory was
$47,842.

Revenue Recognition

        The Company recognizes revenue and related profit upon the completion
and shipment of laboratory service projects. For laboratory service projects
under long-term contracts, revenue and related profit is recognized as specific
projects are completed. Revenues include shipping costs billed to customers and
the related costs are recorded as cost of sales. Costs incurred on partially
completed projects are recorded as work-in-process.

Cash and Cash Equivalents

        The Company considers all highly liquid debt instruments purchased with
an original maturity of three months or less to be cash equivalents.

Property and Equipment

        Property and equipment are recorded at cost. Depreciation and
amortization expense is recorded over the estimated useful lives of the assets
on a straight-line basis. Leasehold improvements are amortized on a
straight-line basis over the shorter of the asset's useful life or remaining
lease term. The cost of repairs and maintenance is expensed as incurred. The
estimated useful lives of assets are as follows:

                    Laboratory equipment           4-5 years
                    Furniture and fixtures         5 years
                    Computer
                         Equipment                 3-5 years
                         Software                  3-5 years
                    Leasehold improvements         Lease or asset life


                                       18
<PAGE>
                             LARK TECHNOLOGIES, INC.
                          NOTES TO FINANCIAL STATEMENTS


Long-Lived Assets

        The Company routinely evaluates the carrying value of its long-lived
assets. The Company records impairment losses on long-lived assets used in
operations when events and circumstances indicate that assets may be impaired
and the undiscounted cash flows estimated to be generated by the assets are less
than the carrying amount of those assets. To date, no impairment charges have
been recognized.

Stock Options

        The Company generally grants stock options to its employees for a fixed
number of shares with an exercise price equal to the fair value of the shares on
the date of grant. As allowed under the Statement of Financial Accounting
Standards No. 123, "Accounting for Stock-Based Compensation" (SFAS 123), the
Company has elected to follow Accounting Principles Board Opinion No. 25,
"Accounting for Stock Issued to Employees" (APB 25) and related interpretations
in accounting for stock awards to employees. Accordingly, no compensation
expense is recognized in the Company's financial statements in connection with
stock options granted to employees with exercise prices not less than fair
value. Deferred compensation for options granted to employees is determined as
the difference between the deemed fair market value of the Company's common
stock on the date options were granted and the exercise price. For purposes of
this pro-forma disclosure, the estimated fair value of the options is assumed to
be amortized to expense over the options' vesting period. Compensation expense
for options granted to non-employees has been determined in accordance with FAS
123 as the fair value of the consideration received or the fair value of the
equity instruments issued.

                                                     Year Ended December 31,
                                                     ------------------------
                                                     2001                2002
                                                     ----                ----

Net income, as reported                             $37,571            $724,949
Deduct: Total compensation
   expense for options determined
   under fair value based methods
   for all awards                                   (78,228)           (159,025)
                                                   --------            --------
   Pro forma net income (loss)                     ($40,657)           $565,924

Basic and diluted net income (loss)
per common share
        As reported                                    $.01               $0.20
        Pro forma                                    ($0.01)              $0.16


Foreign Currency Translation

        The financial statements of the Company's U.K. division are measured
using the local currency as the functional currency. Assets and liabilities of
the U.K. division are translated at the rates of exchange at the balance sheet
date. The resultant translation adjustments are recorded as a separate component
of stockholders' equity as other comprehensive income and have not been
significant to date. Income and expense items are translated at average monthly
rates of exchange.

Net Income Per Share

        Basic net income per share has been computed using the weighted-average
number of shares of common stock outstanding during the period, less shares
subject to repurchase. Diluted net income per share has been calculated based on
the shares used in the calculation of basic net income per share plus the
dilutive effect of stock options and shares subject to repurchase by the
Company.

                                       19
<PAGE>
                             LARK TECHNOLOGIES, INC.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


Advertising Costs

        The Company expenses all advertising costs as incurred. Total
advertising expense for 2001 and 2002 was $77,218 and $41,666, respectively.

Income Tax

        The Company follows the liability method of accounting for income taxes
in accordance with FASB Statement 109, "Accounting for Income Taxes". Under this
method, deferred tax assets and liabilities are determined based on differences
between the financial statements and tax bases of assets and liabilities as
measured by enacted tax rates in effect for the year in which the differences
are expected to reverse. The Company provides a valuation allowance against
deferred tax assets.

Recently Issued Accounting Standards

        The Company adopted Financial Standards Board (FASB) 144, "Accounting
for the Impairment or Disposal of Long-Lived Assets" effective January 1, 2002.

        In April 2002, FASB issued SFAS No. 145, "Rescission of FASB Statements
No. 4, 44, and 62, Amendment of FASB No. 13, and Technical Corrections" The
Statement will require gains or losses on extinguishments of debt to be
classified as income or loss from continuing operations rather than as
extraordinary items as previously required under Statement 4. Additionally,
companies must reclassify in all prior periods presented those items that do not
meet the criteria under the Statement. The Statement also amends Statement 13 to
require certain modifications to capital leases be treated as a sale-leaseback
and modifies the accounting for sub-leases when the original lessee remains a
secondary obligor. The provisions of this statement are effective for financial
statements issued after May 15, 2002. The Company did not extinguish debt in
2002 and does not have sale-leaseback nor sublease income. The adoption of this
statement does not have a material effect on the Company's financial statements.

        In June 2002, the Financial Accounting Standards Board (FASB) issued
Statement No. 146, "Accounting for Costs Associated with Exit or Disposal
Activities". The standard addresses financial accounting and reporting for costs
associated with exit or disposal activities and nullifies Emerging Issues Task
Force (EITF) Issue No. 94-3, "Liability Recognition for Certain Employee
Termination Benefits and Other Costs to Exit an Activity (including Certain
Costs Incurred in a Restructuring)." Statement No. 146 states that a liability
for a cost associated with an exit or disposal activity shall be recognized and
measured initially at its fair value in the period in which the liability is
incurred, except for a liability for one-time termination benefits that are
incurred over a period of time. The standard will apply to the Company effective
for exit or disposal activities initiated after December 31, 2002. The Company
does not believe there will be a material effect from the adoption of this new
standard.

        On December 31, 2002, FASB issued SFAS No. 148, Accounting for
Stock-Based Compensation-Transition and Disclosure. SFAS No. 148 amends SFAS No.
123, Accounting for Stock-Based Compensation. SFAS No. 148 requires accounting
policy note disclosures to provide the method of stock option accounting for
each year presented in the financial statements and for each year until all
years presented in the financial statements recognize the fair value of
stock-based compensation. Also, SFAS No. 148 provides two additional transition
methods that eliminate the ramp-up effect resulting from applying the expense
recognition provisions of SFAS No. 123. The transition provisions and annual
statement disclosure requirements of SFAS No. 148 are effective for fiscal years
ending after December 15, 2002. The interim statement disclosure requirements
are effective for the first interim statement that includes financial
information after December 15, 2002. The transition and disclosures requirements
of SFAS No. 148 were adopted by the Company in 2002.

        In November 2002, the FASB issued FASB Interpretation No. 45 ("FIN 45"),
"Guarantor's Accounting and Disclosure Requirements for Guarantees, Including
Indirect Guarantees of Indebtedness of Others, an interpretation of FASB
Statements No. 5, 57 and 107 and Rescission of FASB Interpretation No. 34." FIN
45 clarifies the requirements of SFAS No. 5, "Accounting for Contingencies,"
relating to the guarantor's accounting for, and disclosure of, the issuance of
certain types of guarantees. The disclosure provisions of FIN 45 are effective
for financial statements of periods that end after December 15, 2002. However,
the provisions for initial recognition and measurement are effective


                                       20
<PAGE>

                             LARK TECHNOLOGIES, INC.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


on a prospective basis for guarantees that are issued or modified after December
31, 2002. The Company has no guarantees of indebtedness that would be affected
by FIN 45. FIN 45 also incorporates accounting for indemnities given in
connection with licensing of intellectual property and the Company is still
assessing the potential impact this may have on its future results from
operations.

3.  CONCENTRATION OF RISK

        The Company provides laboratory services primarily to major researchers
in the United States and Europe. The Company generally requires a deposit of
approximately 50% of total anticipated billings prior to commencing work on
laboratory service projects. The Company performs ongoing credit evaluations of
its customers and generally does not require additional collateral on its
laboratory services.

        The Company primarily invests its excess cash in deposits with local
banks and, at times, these deposits may exceed federally insured limits. The
Company selects depository institutions based upon management's review of the
financial stability of the institutions.

4.  PROPERTY AND EQUIPMENT

        Property and equipment consisted of the following at December 31, 2002

Laboratory equipment                                              $2,804,745
Furniture and fixtures                                               112,278
Computer equipment                                                   717,846
Leasehold improvements                                                31,097
                                                                 ------------
                                                                   3,665,966
Less accumulated depreciation and amortization                    (1,804,806)
                                                                 ------------
Property and equipment, net                                        $1,861,160
                                                                 ============

5.  ACCRUED EXPENSES

        Accrued expenses consisted of the following at December 31, 2002:

Accrued payments under sponsored research agreement                  $10,000
Accrued audit and tax preparation fees                                53,540
Accrued salary costs, payroll taxes and insurance                     75,104
Accrued State tax payable                                             32,201
Accrued UK VAT tax payable                                            31,032
Other accrued expenses                                                26,477
                                                                 ------------
                                                                    $228,354
                                                                 ============

6.  NOTES PAYABLE

               At December 31, 2002, the Company had a revolving line of credit
with a bank that provided for maximum borrowings of $600,000. Under the terms of
the line, borrowings were to bear interest at the bank's prime rate (4.25% at
December 31, 2002) plus 1.5%. The line of credit expired December 31, 2002 and
was renewed through December 31, 2003 with the same terms as the expiring line
of credit. The line of credit is secured by qualified accounts receivable of the
Company. At December 31, 2002, the Company had no amounts outstanding under this
line of credit. The borrowing base for this line of credit is equal to 80% of
certain accounts receivable that are no more than 90 days old. On December 31,
2002, the Company had an available line of credit of $492,795. Under the terms
of the revolving line of credit agreement, the Company is required to maintain
certain financial ratios and a specific level of net worth. The Company was in
compliance with all required covenants at December 31, 2002.


                                       21
<PAGE>

                             LARK TECHNOLOGIES, INC.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


7.  FEDERAL INCOME TAX

        At December 31, 2002, the Company had net operating loss carryforwards
of $897,371 for income tax purposes that expire in 2005 through 2019. These net
operating loss carryforwards may be limited because of ownership changes
resulting from issuance of common stock. The Company used approximately $789,400
of net operating loss carryforwards during the year ended December 31, 2002.

        Deferred income taxes reflect the net tax effects of temporary
differences between the carrying amounts of assets and liabilities for financial
reporting purposes and the amounts used for income tax purposes. A valuation
allowance has been recorded against the Company's net deferred tax assets
because of the Company's cumulative loss position.

Significant components of the Company's deferred tax liability and assets are as
follows at December 31, 2002:

Deferred tax liabilities:
    Depreciation                                                    $(47,175)
Total deferred tax liabilities                                       (47,175)
Deferred tax assets:
    Deferred rent                                                     12,644
    Bad debt allowance                                                12,072
    Vacation accrual                                                   6,939
    Net operating loss carryforwards                                 305,106
                                                                    --------
Total deferred tax assets                                            336,761
Valuation allowance                                                 (289,586)
                                                                    ---------
Net deferred tax assets                                             $      -
                                                                    =========

The reconciliation of income tax computed at the U.S. federal statutory tax
rates to income tax expense is:

<TABLE>
<CAPTION>
                                                 2001                     2002
                                          Amount     Percent         Amount    Percent
                                   ----------------------------------------------------
<S>                                     <C>           <C>          <C>           <C>
Tax at U.S. statutory rates              $17,674       34%         $258,262      34%
State income taxes                        14,410       28%           35,937       5%
Change in valuation allowance             (5,532)     (11%)                     (36%)
                                                                   (273,755)
Other                                    (12,142)      23%           14,201       2%
                                   ----------------------------------------------------
                                         $14,410       28%          $34,645       5%
                                   ====================================================
</TABLE>

8.  COMMITMENTS AND CONTINGENCIES

        The Company is involved in various legal proceedings that have arisen in
the ordinary course of business. While it is not possible to predict the outcome
of such proceedings with certainty, in the opinion of the Company, all such
proceedings are either adequately covered by insurance or, if not so covered,
should not ultimately result in any liability which would have a material
adverse effect on the financial position, liquidity or results of operations of
the Company.

Leases

        The Company leases certain real estate for its corporate office in
Houston, Texas and branch office in the United Kingdom, as well as certain
equipment under non-cancelable lease agreements, which expire at various dates.
Leases with escalating lease payments are recorded on a straight-line basis over
the lease term. Total rent expense for all operating leases for 2001 and 2002
was $265,918 and $372,880 respectively.


                                       22
<PAGE>
                             LARK TECHNOLOGIES, INC.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


        At December 31, 2002, future minimum payments under these operating
leases are as follows:

               2003               $  161,825
               2004                  161,825
               2005                  169,314
               2006                  168,830
               2007                  155,769
               Thereafter            311,538
                                  ----------
               Total              $1,129,101

        The gross amount of assets recorded under capital leases at December 31,
2002 was $1,399,441. The related accumulated amortization was $207,015 at
December 31, 2002. Under the terms of the capital leases, the Company is
obligated to make payments as set forth in the table below and, subject to
certain conditions, may purchase the equipment at the end of the lease for a
nominal amount.

          At December 31, 2002, future minimum payments under these capital
leases are as follows:

               2003                  $509,363
               2004                   415,770
               2005                   308,391
               2006                     8,396
                                   ----------
Total minimum lease payments       $1,241,920
Less amounts representing
  interest                            111,370
Total present value of minimum
  lease payments                    1,130,550
Less current portion                 (442,846)
                                   ----------
Capital lease obligation less
  current portion                  $  687,704
                                   ==========

Amortizations of capital lease assets are included in depreciation expense.

Patent License Agreement

        Effective June 15, 1995, the Company entered into an exclusive patent
sub-license agreement with another biotech company. The agreement grants to the
Company an exclusive license to certain "Licensed Patent Rights" of this third
party and requires the Company to perform research and development efforts as
defined in the agreement. The Company is required to pay the third party a
royalty of 25% to 50% of all consideration the Company receives as a result of
sales of licensed products and licensed processes or a sub-license or assignment
of the Company's rights under the agreement. If the Company does not meet the
research and development milestones as defined in the agreement, or is unable to
successfully commercialize the results of the research and development efforts,
the agreement will terminate. Otherwise, the agreement will terminate upon the
dissolution of the Company or the expiration of the "Licensed Patent Rights".
The Company may also terminate the agreement with 60 days written notice to the
third party. Currently, the Company does not have any plans or expect to receive
any gain from or provide any additional resources toward these patents.

9. STOCKHOLDERS' EQUITY AND STOCK OPTIONS

Stock Options and Warrants

         On May 21, 2001, the Company's 2000 Stock Option Plan expired, and all
options authorized under that plan expired. On May 29, 2002, the Company's board
of directors adopted the 2002 Stock Option Plan ("2002 Plan"). The 2002 Plan was
approved by the shareholders of the Company on August 30, 2002. The 2002 Plan
permits the board of directors to grant awards to non-employee directors,
certain key employees, and others as determined by the board of directors.
Awards under the 2002 Plan may be Incentive Stock Options intended to qualify as
"incentive stock options" within the meaning of Section 422 of the Internal
Revenue Code, non-qualified stock options, stock awards, or performance shares.
The Company has reserved a total of 2,000,000 shares of its common stock for
issuance under the

                                       23
<PAGE>
                             LARK TECHNOLOGIES, INC.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


2002 Plan. Options granted under the 2002 Plan are generally
exercisable immediately by non-employee directors and subject to a four year
vesting schedule for employees.

        The Company applies APB 25 in accounting for the Plan. Because the
exercise price of the options was equal to the market value of the stock at the
date of grant, no compensation cost has been recognized for its fixed stock
option plan except as discussed below. Pro forma information regarding net
income and net income per common share is required by FASB Statement No. 123 as
if the Company had accounted for its incentive stock options under the fair
value method of that statement. The fair value of these options was estimated at
the date of grant using the Black-Scholes option pricing ("Black-Scholes") model
for the 2001 and 2002 options granted with the following weighted average
assumptions:

                                                   2001              2002
                                                   ----              ----
Volatility                                         1.13              .91
Expected dividend yield                               0%               0%
Risk-free interest rate                             4.6%             3.7%
Expected life (years)                               5                5

        The Black-Scholes model was developed for use in estimating the fair
value of traded options that have no vesting restrictions and are fully
transferable. In addition, option valuation models require the input of highly
subjective assumptions, including the expected volatility. Because the Company's
employee stock options have characteristics significantly different from those
of traded options and because changes in the subjective input assumptions can
materially affect the fair value estimate, in management's opinion, the existing
models do not necessarily provide a reliable single measure of the fair value of
its employee's stock options.

        During 2001 and 2002, the Company issued stock options under the Plan, a
majority of which had exercise prices equal to the fair market value of the
common stock at the date of grant. During 2002, some stock options were granted
at an exercise price below the fair market value. Deferred compensation expense
was recorded in stockholders' equity for the difference between the option
exercise price and the fair value of common stock. The deferred compensation is
being expensed on a straight-line basis over the vesting period. A summary of
the Company's stock options activity and related information follows:


<TABLE>
<CAPTION>
                                                                 Year Ended December 31,

                                                                  2001                         2002
                                                                Weighted                     Weighted
                                                                Average                      Average
                                                   Options  Exercise Price     Options   Exercise Price
                                                   -------  --------------     -------   --------------
<S>                                                <C>           <C>            <C>           <C>
Outstanding-
   beginning of year                               407,307       $1.60          63,289        $0.85
    Granted                                        157,440       $1.67         864,440        $1.32
    Exercised                                        1,000       $0.73               -            -
    Forfeited                                      500,458       $1.72               -            -
                                                   -------       -----         -------        -----

Outstanding - end of year                           63,289       $0.85         927,729        $1.29

Options exercisable at
   year-end                                         63,289                     740,229

Weighted average fair
    value of options
    granted during the year                                      $1.04                        $0.17
</TABLE>

                                       24
<PAGE>
                             LARK TECHNOLOGIES, INC.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


  The following summarizes information related to stock options outstanding at
December 31, 2002:

<TABLE>
<CAPTION>
                                Options outstanding                Options exercisable
                       --------------------------------------   --------------------------
                                                  Weighted
                                   Weighted        Average                     Weighted
     Range of                       Average       Remaining                    average
     Exercise                      Exercise      Contractual                   exercise
      Prices           Options       Price          Life         Options        price
-------------------    --------    ----------    ------------    ---------   -------------
                            (in thousands, except per share amounts)
<S>                    <C>           <C>          <C>             <C>           <C>
$0.15 - $1.34          851,229       $1.24        8.37 yrs.       691,229       $1.27
$1.42 - $1.89           76,500       $1.81        7.31 yrs         49,000       $1.78
                       --------                                  ---------
                       927,729       $1.29        8.29 yrs.       740,229       $1.31
                       ========                                  =========
</TABLE>

At December 31, 2002, there are 1,135,560 options available for future grants
under the Plan.

        During July of 1999, the Company issued warrants to certain stockholders
who provided $250,000 in personal guarantees as collateral for a $200,000 term
loan. These warrants provided the holders with the options to purchase a total
of 250,000 shares of the Company's common stock at $0.25 per share. Under the
terms of the warrants, the Company redeemed 125,000 warrant shares on January
13, 2001, after the guaranteed loan was repaid within the terms of the loan, at
a redemption price of $0.25 per share. During 2002 there were 62,500 warrants
exercised and the remaining 12,500 expired as of June 30, 2002.

10.  401(k) PLAN

         The Company has an employee 401(k) retirement plan. Qualified employees
may contribute up to 15% of their gross pay to the plan. Employee contributions
are limited to amounts established by law. The Company may make matching
contributions to the plan as determined by the Board of Directors subject to the
limitations under the Internal Revenue Code. The Company made no contributions
to the plan in either 2001 or 2002.

11.  RELATED PARTY TRANSACTIONS

         The Company provided laboratory services, at rates normally charged to
third parties, to affiliates of the Company totaling $34,527 and $61,195 in 2001
and 2002, respectively.

         The Company purchased $66,820 and $0 of laboratory supplies and other
services from affiliates of the Company in 2001 and 2002, respectively.

         The due from related parties at December 31, 2002 is comprised
primarily of amounts due from affiliates of the Company for laboratory services
provided by the Company.

12.  MAJOR CUSTOMERS

        During 2001, no single customer provided greater than 10% of the
Company's revenue or accounts receivable. During 2002, one customer provided
approximately 11% and 15% of the Company's revenue and accounts receivable,
respectively.

13.  SEGMENT INFORMATION

        The Company operates in 2 segments determined by geographic location.
The proportion of the Company's sales by location is as follows:

<TABLE>
<CAPTION>
                                                                     2001               2002
                                                                     ----               ----
<S>                                                               <C>               <C>
Sales - US                                                        $4,785,998        $4,838,911
        UK                                                         1,254,447         1,853,394
                                                             ----------------   ---------------
        Total Identifiable gross property and equipment           $6,040,445        $6,692,305

        US                                                        $2,734,444        $2,915,058
        UK                                                           535,665           750,908
                                                             ----------------   ---------------
               Total                                              $3,270,109        $3,665,966
</Table>

                                       25
<PAGE>
                             LARK TECHNOLOGIES, INC.
                    NOTES TO FINANCIAL STATEMENTS (CONTINUED)


14.  FAIR VALUE OF FINANCIAL INSTRUMENTS

        The Company has determined, based on available market information and
appropriate valuation methodologies, that the value of its financial instruments
approximates carrying value. The carrying amounts of cash and cash equivalents,
accounts receivable and accounts payable approximate fair value due to the
short-term maturity of the instruments. The carrying amounts of debt
approximates fair value because the interest rates under the credit agreement
are variable, based on current market. The carrying amount of the capital lease
obligation approximates fair value based on rates currently available to the
Company.

15.  EARNINGS PER SHARE

        The following table sets forth the weighted average shares outstanding
for the computation of basic and diluted earnings per share:

<TABLE>
<CAPTION>
                                                         For the year ending December 31,
                                                         --------------------------------
                                                              2001            2002
                                                            --------------------------
<S>                                                         <C>             <C>
Weighted average common shares outstanding                  3,516,792       3,555,257
Dilutive securities - employee stock options                  100,131          84,189
                                                            --------------------------
Weighted average common shares outstanding
   assuming full dilution                                   3,616,923       3,639,446
                                                            ==========================
</TABLE>


        In 2001 and 2002, options to purchase 423,400 and 76,500 shares of
common stock were not included in the computation of diluted EPS, because the
option exercise price was greater than the average market price of the common
shares.







                                       26
<PAGE>


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

         None.

                                    PART III

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

         DIRECTORS AND EXECUTIVE OFFICERS

         Set forth below are the names, ages, and terms of office of each of the
directors and executive officers of the Company and a description of the
business experience of each.

                                                                    Office Held
Person                              Office                              Since
------                              ------                              -----

George M. Britton, 55               Director                            1989
                                    Co-Chairman of the Board            2000

David A. Lawson, 55                 Director                            1989
                                    Co-Chairman of the Board            2000

E.J. (Jere) Pederson, 55            Director                            2000

Carl W. Balezentis, Ph.D., 45       Director                            2001
                                    Chief Executive Officer             2001
                                    Secretary                           2001

David Buck, 42                      Sr. V.P. Operations,                2002
                                    Scientific Director

The directors shall be elected at the annual meeting of stockholders, and each
director elected shall hold office until his successor shall be elected and
qualified. The officers shall be elected annually be the Board of Directors at
its first regular meeting held after the annual meeting of stockholders or as
soon thereafter as conveniently possible. Each officer shall hold office until
his successor shall have been chosen and qualified.

         George M. Britton is a director of Britton Capital Services, a closely
held investment and financial consulting firm. Since 1989 approximately 80
percent of his activities have been related to real estate acquisitions,
syndications, development, leasing and management, primarily in commercial
properties in the Houston, Texas area, and approximately 20 percent of his
activities have been related to assisting start up and early-stage companies in
their business plans and in contacting venture capitalists. Mr. Britton holds an
MBA degree from the University of Texas and a BA degree from Vanderbilt
University.

         David A. Lawson is an independent real estate investor, consultant and
broker in Houston, Texas. He has been involved with Lark since its inception as
an investor and advisor. In Mr. Lawson's real estate capacity, he has been
actively involved in the acquisition, syndication, ownership and management of
medical office buildings and other income producing real estate in Houston area.
To a lesser extent he has been involved in other various entrepreneurial
enterprises. Mr. Lawson received a Bachelor of Science degree from Trinity
University in San Antonio, Texas in 1970 and later attended the University of
Texas Graduate School of Business in Austin from 1970 to 1972.

         E.J. (Jere) Pederson has served as Executive Vice President of The
University of Texas Medical Branch at Galveston since 1989 and in other
executive positions with the University since 1984. Prior to joining The
University of Texas, Mr. Pederson was vice president of business affairs for the
University of Texas at Dallas. He received his Bachelor of Science degree from
Trinity University; San Antonio, Texas in 1969 and later attended the University
of Texas at Austin for graduate studies in Public Administration.

         Carl W. Balezentis, Ph.D., received his Doctor of Philosophy degree in
Genetics from The University of Arizona, and conducted a postdoctoral fellowship
at M.D. Anderson Cancer Center. On June 8, 2001 Dr. Balezentis was


                                       27
<PAGE>

appointed as Chief Executive Officer. From 1997 to 2000 Dr. Balezentis served in
various positions with Sigma-Aldrich Corporation, a multi-national company that
develops, manufactures and distributes a broad range of biochemicals, organic
chemicals, chromatography products and diagnostic reagents. He served as the
vice president of sales and marketing for the Sigma-Genosys subsidiary where he
was responsible for developing strategic marketing programs which helped
stimulate strong revenue growth, and as director of business development for the
Sigma-Aldrich Life Sciences Division.

         David Buck, Ph.D. joined Lark in June 1998 as the Laboratory Manager
for Europe. He had previously been the Group Leader at the world-renowned Sanger
Centre from 1993 to 2000 where he was responsible for establishing the
institution's first human genome sequencing team. Dr. Buck coordinated the human
chromosome 22 and 20 sequencing projects and completed over 11 megabases of
finished sequence during his tenure at the Sanger Centre. Prior to this Dr. Buck
worked for Schering Agrochemicals on cloning plant, fungal and bacterial genes
encoding enzymes from key target pathways. Dr. Buck received his B.Sc. in
Biophysics and Genetics from the University of Leeds in 1983 and his Ph.D. in
Microbiology from the University of Sheffield in 1987.

         SIGNIFICANT EMPLOYEES

         Set forth below are the names, ages, and dates of service of each of
the significant employees of the Company and a description of the business
experience of each.

<TABLE>
                                                                              Employee
Person                                    Office                                Since
------                                    ------                                -----
<S>                                       <C>                                  <C>
David Alan Wall, Ph.D., 40                Director, Quality Control
                                          and Compliance                        1994

Heidi B. Nelson, Ph.D., 39                Manager,
                                          Gene Quantitation                     1997

George (Guo-Wei) Xu, Ph.D., 52            Director, Advanced Molecular
                                          Biology Services (AMBS)               1998

Li Li, Ph.D., 43                          Senior Scientist, Manager of
                                          Genotyping Service                    1998

Jon H. Luksich, CPA, 42                   Controller                            1998
</TABLE>

         David A. Wall, Ph.D., has served as Director, Quality Control and
Compliance since January 2000. Previously, Dr. Wall was Associate Director of
GenTest Laboratories in New Orleans, Louisiana, in charge of the Paternity
Testing Laboratories. He was also Director of Research and Genetic Testing at
ImmGen, Inc., College Station, Texas. Dr. Wall received his Bachelor of Science
degree in animal science and his Ph.D. in genetics from Texas A&M University in
College Station, Texas.

         Heidi Nelson, Ph.D., has served as Manager of Gene Quantitation since
November 1998. Prior to joining Lark she worked as a Scientist at Zonagen
Pharmaceuticals, Inc. in the Molecular Biology Division. Dr. Nelson graduated
with Bachelor of Science degrees in Biology and Russian from Duke University in
May of 1985 and obtained her Ph.D. in Cellular and Molecular Biology from the
University of Wisconsin-Madison in 1993.

         George Xu, Ph.D., has served as Director of Advanced Molecular Biology
Services since June 1998. Prior to joining Lark he worked as Research Scientist
at Energy Biosystems in The Woodlands, Texas. From 1988 to 1993, Dr. Xu worked
as a Postdoctoral Research Associate in the Microbiology lab and the Plant
Genetics lab at Texas A&M University. Dr. Xu arrived in the United States in
1981 and is a graduate from Washington State University with a M.S. and a Ph.D.
in Microbiology.

         Li Li, Ph.D., joined Lark in 1998 as the Senior Scientist and Manager
of Genoytping Service. Prior to joining Lark, Dr. Li worked as a Post-Doctor
fellow and senior research associate in the Human Genetics Center, University of
Texas, in charge of various throughput genotyping, sequencing, Single Nucleotide
Polymorphism (SNP) discovery and large scale DNA extraction between 1992 and
1998. She also worked as a research scientist with the United States


                                       28
<PAGE>

Department of Agriculture (USDA) for three years. Dr. Li received her Bachelor
of Science degree in plant biology from South China University of Tropcalcrops
and her Ph.D. in Zoology from Reading University, England.

         Jon H. Luksich, CPA, joined Lark in July of 1998 as a Financial
Accountant and was named Controller in 2001. Prior to joining the Company he
worked as a financial accountant, from 1990 to 1998, in charge of accounting for
three divisions of Encon Safety Products, Inc., a division of Vallen
Corporation. Encon is a leading manufacturer of emergency showers and eyewashes
as well as safety eyewear and other safety supplies. He received his BS degree
in Accounting from Indiana University in 1985 and his Texas CPA license in 1994.

AUDIT COMMITTEE COMPOSITION

         Mr. Pederson, who serves as the chair of the audit committee of the
Board, is an independent audit committee financial expert. Dr. Balezentis also
serves on the audit committee, and Jon Luksich, the Company's controller,
attends meetings of the audit committee to advise its members.

CODE OF ETHICS

         The Company has not adopted a formal code of ethics that applies to the
CEO, CFO, and controller. The Company is in the process of drafting a formal
code of ethics and will publish it on its web site at www.lark.com in the near
future.

ITEM 10. EXECUTIVE COMPENSATION

<TABLE>
<CAPTION>
                                                    Annual Compensation                Long Term Compensation
                                            ----------------------------------     ----------------------------------
                                                                                          Awards             Payouts
                                                                                   -------------------------  -------
                                                                                   Restricted   Securities
         Name and                                                  Other annual       stock     Underlying   LTIP      All other
        principal                           Salary       Bonus     compensation      award(s)     Options   Payouts  compensation
         position                Year         ($)         ($)           ($)            ($)          (#)       ($)         ($)
-------------------------------------------------------------------------------------------------------------------------------
<S>                              <C>        <C>                                                    <C>
Carl Balezentis, PhD. - C.E.O.   2002       163,438                                                60,000
                                 2001       135,000      13,500                                    60,000
Sr. VP- Corp. Development        2000        71,769                                                45,000
-------------------------------------------------------------------------------------------------------------------------------
David Buck -Sr. VP-Operations    2002       135,810                                                    -
VP - European Operations         2001        85,058      18,591        12,217                      10,000                4,253
                                 2000            -                                                     -
-------------------------------------------------------------------------------------------------------------------------------
</TABLE>



OPTION GRANTS IN LAST FISCAL YEAR

<TABLE>
<CAPTION>
                         Number of    Percent of total
                         Securities       options
                         Underlying     granted to     Exercise or
                          Options      employees in    base price      Expiration
           Name           granted      fiscal year     ($/Share)          date
---------------------------------------------------------------------------------
<S>                        <C>             <C>           <C>           <C>   <C>
George Britton             40,000          18%           $1.34         05/25/11
George Britton             15,000           7%           $1.34         05/25/11
David Lawson               40,000          18%           $1.34         05/25/11
David Lawson               15,000           7%           $1.34         05/25/11
Jere Pederson              15,000           7%           $1.25         06/17/11
Carl Balezentis            60,000          27%           $1.19         01/01/12
---------------------------------------------------------------------------------
</TABLE>

                                       29
<PAGE>

AGGREGATED OPTION EXERCISES IN LAST FISCAL YEAR AND FY-END OPTION VALUES

<TABLE>
<CAPTION>
                                                                                               Value of Unexercised
                         Shares                        Number of Unexercised Options            in-the-money Options
                      acquired on    Value realized        at December 31, 2002                 at December 31, 2002
      Name            exercise (#)        ($)        (#) Exercisable   (#) Unexercisable    Exercisable     Unexercisable
-------------------------------------------------------------------------------------------------------------------------
<S>                                                         <C>               <C>              <C>             <C>
Carl Balezentis            -               -                42,500            122,500          $17,425         $50,225
David Buck                 -               -                22,500              7,500          $18,825          $3,675
-------------------------------------------------------------------------------------------------------------------------
</TABLE>

LONG-TERM INCENTIVE PLANS - AWARDS IN LAST FISCAL YEAR:

           None

DIRECTOR COMPENSATION

         The sole form of compensation for the directors of the company is the
grant of stock options as enumerated in the table above.

EMPLOYMENT AGREEMENTS

         The Company entered into an employment agreement with Carl W.
Balezentis on July 31, 2000 (the "Employment Agreement"), which provided for
payment to him of an annual compensation of $135,000, subject to annual
increases at the Board's discretion, and an annual bonus of between 25 and 50%
of salary if revenue and profitability goals for the Company meet targeted
amounts. Effective June 19, 2002, Dr. Balezentis' salary was increased to
$155,000 per year, and he was awarded a cash bonus of $15,000 for his
performance in 2001. At that time his bonus arrangement for 2002 was set at up
to 50% of his annual base salary in effect at the time such bonus is determined,
provided that revenue and profitability goals for the Company meet mutually
agreed upon targeted amounts. The bonus will be prorated downward based upon
lower than budgeted revenue and profitability at the time such bonus is
determined, as mutually agreed upon by the Company and Dr. Balezentis for the
year. If the employment of Dr. Balezentis is terminated by the Company for any
reason other than for cause (as defined in the Employment Agreement), he will
continue to receive employee benefits and his annual salary for twelve months.
If his employment is terminated by the Company within six months after a change
in control, all stock options held by him will immediately vest as of his
termination date.

ITEM 11.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The following table describes the security ownership of beneficial
owners of more than 5% of the Common Stock of the Company as of December 31,
2002:

<TABLE>
<CAPTION>
                         Name and address                              Amount and nature         Percent of
Title of Class           of beneficial owner                           of beneficial owner         class
------------------------------------------------------------------------------------------------------------
<S>                      <C>                                                <C>                       <C>
Common                   TaKaRa Shuzo Co., Ltd.                             222,902                   6.2%
                         Biotechnology Research Laboratories
                         SETA 3-4-1 Otsu
                         Shiga, 520-21, Japan

Common                   David Lawson                                      538,048(1)                15.0%
                         2039 Dryden
                         Houston, Texas 77024

Common                   George Britton                                    455,075(2)                12.7%
                         3272 Westheimer, Suite 3
                         Houston, Texas 77098

Common                   Baylor College of Medicine                        318,766(3)                 8.9%
                         One Baylor Plaza
                         Houston, Texas 77030

Common                   Peter Boatright                                   184,043(4)                 5.1%
                         4932 NW 31st Street
                         Oklahoma City, OK  73122
</TABLE>


                                       30
<PAGE>

(1)  This includes 264,470 options plus 105,517 shares held by D.C. Lawson trust
     and 105,517 held by S.R. Lawson trust, of which Mr. Lawson is the trustee.
     Mr. Lawson disclaims beneficial ownership of the shares held in the trust.

(2)  This includes 264,470 options.

(3)  This includes 63,226 shares held by BCM Technologies, Inc.

(4)  This includes 85,318 shares held by Boatright Family LLC and 9,410 shares
     held by Heiman Irrevocable Trust.

The following table describes the security ownership of directors, executive
officers, and directors and officers as a group as of December 31, 2002:

<TABLE>
<CAPTION>
                         Name and address                              Amount and nature         Percent of
Title of Class           of beneficial owner                           of beneficial owner         class
------------------------------------------------------------------------------------------------------------
<S>                      <C>                                               <C>                       <C>
Common                   George Britton                                    455,075(1)                12.7%
                         3272 Westheimer, Suite 3
                         Houston, Texas 77098

Common                   David Lawson                                       538,048(2)               15.0%
                         2039 Dryden
                         Houston, Texas 77030

Common                   E. J. Pederson                                      80,000(3)                1.6%
                         UTMB Box 55153
                         Galveston, Texas 77555

Common                   Carl W. Balezentis, Ph.D.                          165,000(4)                4.6%
                         9441 W. Sam Houston Pkwy. South, Suite 103
                         Houston, Texas 77099

Common                   David Buck,                                         30,000(5)                 *
                         9441 W. Sam Houston Pkwy. South, Suite 103
                         Houston, Texas 77099

Common                   Directors and Executive Officers as a Group       1,240,045(6)              34.6%
                         9441 W. Sam Houston Pkwy. South, Suite 103
                         Houston, Texas 77099
</TABLE>

(1)  This includes 264,470 options.

(2)  This includes 264,470 options plus 100,517 shares held by D.C. Lawson trust
     and 100,517 held by S.R. Lawson trust, of which Mr. Lawson is the trustee.
     Mr. Lawson disclaims beneficial ownership of the shares held in the trust.

(3)  This includes 70,000 options.

(4)  This includes 165,000 options.

(5)  This represents 30,000 options.

(6)  The Directors and Executive Officers as a group total 5 persons and a total
     of 793,940 common stock equivalents.

 *   Indicates less than 1% ownership.



                                       31
<PAGE>


EQUITY COMPENSATION PLANS

         The following table reflects the information described as of December
31, 2002 with respect to compensation plans under which the Company's stock is
authorized for issuance.

<Table>
<Caption>
Plan Category             No. of Shares to be issued    Weighted average exercise     Number of securities remaining
                               upon exercise of           price of outstanding        available for future issuance
                             outstanding option,            options, warrants           under equity compensation
                             warrants and rights               and rights                         plans
------------------------------------------------------------------------------------------------------------------------
<S>                                 <C>                            <C>                            <C>
Equity compensation
plans approved by                   927,729                        $1.29                          1,135,560
security holders
------------------------------------------------------------------------------------------------------------------------
</Table>

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         In the fiscal year ended December 31, 2001, the Company purchased
$66,824 in laboratory supplies and other services from a company which was
related to Baylor College of Medicine, an 8.9% shareholder. In the fiscal year
ended December 31, 2002, the Company provided laboratory services totaling
$61,195 to a company which was related to Baylor College of Medicine, an 8.9%
shareholder. In both instances, the services were purchased or provided at rates
normally charged to unaffiliated third parties.

ITEM 13. EXHIBITS AND REPORTS ON FORM 8-K

         No reports on Form 8-K were filed during the year ending December 31,
2002.


Index of Exhibits

   (1)2.1   The Agreement of Merger of November 18, 1994, between Lark
            Technologies, Inc. and Lark Sequencing Technologies, Inc. providing
            for the merger of Lark Sequencing Technologies, Inc. into the
            Company.

   (1)3.1   Bylaws of Lark Technologies, Inc., as amended.

   (1)3.2   The Certificate of Incorporation of Lark Technologies, Inc., as
            amended.

   (2)4.1   Lark Technologies, Inc. 2002 Stock Option Plan adopted by the
            Company.

  (1)10.1   1990 Stock Option Plan adopted by the Company.

  (1)10.2   Patent License Agreement between Sennes Drug Innovations, Inc. and
            Lark Sequencing Technologies, Inc.

  (3)10.3   Lease Agreement between Lark Technologies, Inc. and Oakley
            Commercial (UK).

  (3)10.4   Sponsored Research Contract entered by and between the Company and
            Baylor College of Medicine.

  (4)10.5   Employment Agreement entered into July 31, 2000 with Carl W.
            Balezentis.

     23.1   Consent of independent auditors.

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

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

(1)  Incorporated by reference from the Company's Registration Statement on Form
     S-4 dated August 14, 1995, Commission File No. 33-90424. The exhibit
     numbering system used in Form S-4 differed from that used in this Form
     10-KSB (8a, 2d, 2c, 6b, and 6f, respectively).

(2)  Incorporated by reference from the Company's Form 10-QSB for the quarterly
     period ended June 30, 2002.

(3)  Incorporated by reference from the Company's Form 10-QSB for the quarterly
     period ended September 30, 1995.

(4)  Incorporated by reference from the Company's From 10-QSB for the quarterly
     period ended September 30, 2002.

                                       32
<PAGE>


ITEM 14. CONTROLS AND PROCEDURES

         Within 90 days prior to the date of this report, the Company carried
out an evaluation, under the supervision and with the participation of the
Company's management, including the Company's Chief Executive Officer and
Controller, of the effectiveness and design and operation of the Company's
disclosure controls and procedures pursuant to Exchange Act Rule 13a-14. Based
upon the evaluation, the Chief Executive Officer and Controller concluded that
the Company's disclosure controls and procedures are effective.

         Subsequent to the evaluation and through the date of this filing of
Form 10-KSB for the year ended December 31, 2002, there have been no significant
changes in the Company's internal controls or in other factors that could
significantly affect these controls.



                                       33
<PAGE>
                                   SIGNATURES

         In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                        Lark Technologies, Inc.
                                        (Registrant)

         Date: March 31, 2003           /s/ Carl W. Balezentis
                                        ----------------------------------------
                                            Carl W. Balezentis
                                            President and Chief Executive
                                            Officer


         Date: March 31, 2003           /s/ Jon H. Luksich
                                        ----------------------------------------
                                            Jon H. Luksich
                                            Controller and principal
                                            financial officer




                  In accordance with the Exchange Act, this report has been
         signed below by the following persons on behalf of the registrant and
         in the capacities and on the dates indicated.

         Date: March 31, 2003           /s/ George M. Britton
                                        ----------------------------------------
                                            George M. Britton, Director
                                            Co-chairman of the Board

         Date: March 31, 2003           /s/ David Lawson
                                        ----------------------------------------
                                            David Lawson, Director
                                            Co-chairman of the Board

         Date: March 31, 2003           /s/ E.J. (Jere) Pederson
                                        ----------------------------------------
                                            E.J. (Jere) Pederson,
                                            Director

         Date: March 31, 2003           /s/ Carl W. Balezentis
                                        ----------------------------------------
                                            Carl W. Balezentis
                                            Director


                                       34
<PAGE>

CERTIFICATION

I, Carl W. Balezentis, certify that:

I have reviewed this annual report on Form 10-KSB of Lark Technologies, Inc.;

Based on my knowledge, this annual report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were
made, not misleading with respect to the period covered by this annual report;

Based on my knowledge, the financial statements, and other financial information
included in this annual report, fairly present in all material respects the
financial condition, results of operations and cash flows of the registrant as
of, and for, the periods presented in this annual report;

The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

         designed such disclosure controls and procedures to ensure that
         material information relating to the registrant, including its
         consolidated subsidiaries, is made known to us by others within those
         entities, particularly during the period in which this annual report is
         being prepared;

         evaluated the effectiveness of the registrant's disclosure controls and
         procedures as of a date within 90 days prior to the filing date of this
         annual report (the "Evaluation Date"); and

         presented in this annual report our conclusions about the effectiveness
         of the disclosure controls and procedures based on our evaluation as of
         the Evaluation Date;

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

         all significant deficiencies in the design or operation of internal
         controls which could adversely affect the registrant's ability to
         record, process, summarize and report financial data and have
         identified for the registrant's auditors any material weaknesses in
         internal controls; and

         any fraud, whether or not material, that involves management or other
         employees who have a significant role in the registrant's internal
         controls; and

The registrant's other certifying officers and I have indicated in this annual
report whether there were significant changes in internal controls or in other
factors that could significantly affect internal controls subsequent to the date
of our most recent evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.


Date March 31, 2003                       /s/ Carl W. Balezentis
                                     ----------------------------------------
                                              Carl W. Balezentis
                                     President and Chief Executive Officer




                                       35
<PAGE>

CERTIFICATION

I, Jon H. Luksich, certify that:

I have reviewed this annual report on Form 10-KSB of Lark Technologies, Inc.;

Based on my knowledge, this annual report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were
made, not misleading with respect to the period covered by this annual report;

Based on my knowledge, the financial statements, and other financial information
included in this annual report, fairly present in all material respects the
financial condition, results of operations and cash flows of the registrant as
of, and for, the periods presented in this annual report;

The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

         designed such disclosure controls and procedures to ensure that
         material information relating to the registrant, including its
         consolidated subsidiaries, is made known to us by others within those
         entities, particularly during the period in which this annual report is
         being prepared;

         evaluated the effectiveness of the registrant's disclosure controls and
         procedures as of a date within 90 days prior to the filing date of this
         annual report (the "Evaluation Date"); and

         presented in this annual report our conclusions about the effectiveness
         of the disclosure controls and procedures based on our evaluation as of
         the Evaluation Date;

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

         all significant deficiencies in the design or operation of internal
         controls which could adversely affect the registrant's ability to
         record, process, summarize and report financial data and have
         identified for the registrant's auditors any material weaknesses in
         internal controls; and

         any fraud, whether or not material, that involves management or other
         employees who have a significant role in the registrant's internal
         controls; and

The registrant's other certifying officers and I have indicated in this annual
report whether there were significant changes in internal controls or in other
factors that could significantly affect internal controls subsequent to the date
of our most recent evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.


Date March 31, 2003                             /s/ Jon H. Luksich
                                      ------------------------------------------
                                                    Jon H. Luksich
                                      Controller and principal financial officer


                                       36
<PAGE>
                                 EXHIBIT INDEX

  Exhibit
  Number                          Description
  -------                         -----------

   (1)2.1   The Agreement of Merger of November 18, 1994, between Lark
            Technologies, Inc. and Lark Sequencing Technologies, Inc. providing
            for the merger of Lark Sequencing Technologies, Inc. into the
            Company.

   (1)3.1   Bylaws of Lark Technologies, Inc., as amended.

   (1)3.2   The Certificate of Incorporation of Lark Technologies, Inc., as
            amended.

   (2)4.1   Lark Technologies, Inc. 2002 Stock Option Plan adopted by the
            Company.

  (1)10.1   1990 Stock Option Plan adopted by the Company.

  (1)10.2   Patent License Agreement between Sennes Drug Innovations, Inc. and
            Lark Sequencing Technologies, Inc.

  (3)10.3   Lease Agreement between Lark Technologies, Inc. and Oakley
            Commercial (UK).

  (3)10.4   Sponsored Research Contract entered by and between the Company and
            Baylor College of Medicine.

  (4)10.5   Employment Agreement entered into July 31, 2000 with Carl W.
            Balezentis.

     23.1   Consent of independent auditors.

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

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

(1)  Incorporated by reference from the Company's Registration Statement on Form
     S-4 dated August 14, 1995, Commission File No. 33-90424. The exhibit
     numbering system used in Form S-4 differed from that used in this Form
     10-KSB (8a, 2d, 2c, 6b, and 6f, respectively).

(2)  Incorporated by reference from the Company's Form 10-QSB for the quarterly
     period ended June 30, 2002.

(3)  Incorporated by reference from the Company's Form 10-QSB for the quarterly
     period ended September 30, 1995.

(4)  Incorporated by reference from the Company's From 10-QSB for the quarterly
     period ended September 30, 2002.