SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                           --------------------------

                                   FORM 10-QSB

                   Quarterly Report under Section 13 or 15 (d)
                     of the Securities Exchange Act of 1934

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

For the Quarter Ended:                           Commission File Number
  September 30, 2002                                   0 - 9574

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


                         UNITED SYSTEMS TECHNOLOGY, INC.

        Iowa                                          42-1102759
(State of Incorporation)                           (I.R.S. Employer
                                                 Identification Number)

                           1850 Crown Road, Suite 1109
                               Dallas, Texas 75234
                                 (972) 402-8600

          (Address of principal executive offices and telephone number)

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

     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the  Securities  Exchange Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days.

                          Yes __X__        No ______



     As of September 30, 2002 there were 56,178,663  shares of the  registrant's
Common Stock, par value $0.10 per share, outstanding.


<PAGE>



                UNITED SYSTEMS TECHNOLOGY, INC. AND SUBSIDIARIES

                              INDEX TO FORM 10-QSB



PART I - FINANCIAL INFORMATION (UNAUDITED)                          PAGE

Item 1.   Consolidated Financial Statements

             Balance Sheets                                          3

             Statements of Income                                    4

             Statements of Cash Flows                                5

             Notes to Consolidated Financial Statements              6


Item 2.  Management's Discussion and Analysis or
         Plan of Operation                                          10


Item 3.           Controls and Procedures                           12


PART II - OTHER INFORMATION                                         13



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



     The consolidated financial information reflects all adjustments, which are,
in the opinion of  management,  necessary  to a fair  presentation  of financial
position  and of the  statements  of  operations  and cash flows for the periods
presented.

     These consolidated  financial statements should be read in conjunction with
the notes to the  consolidated  financial  statements  which are included in the
annual report on Form 10-KSB for the fiscal year ended December 31, 2001.



                                        2
<PAGE>


                 United Systems Technology, Inc. and Subsidiary
                           Consolidated Balance Sheets
<TABLE>
<S>                                               <C>             <C>

                                               September 30,
                                                  2002         December 31,
                                               (Unaudited)        2001
                                               ===========     ===========
Current Assets
 Cash and cash equivalents                     $ 1,565,346    $  1,383,173
 Trade accounts receivable, less
  allowance for doubtful accounts of
  $34,500 at September 30, 2002 and
  December 31, 2001                                511,656         850,189
                                                 ---------       ---------
    Total current assets                         2,077,002       2,233,362
                                                 ---------       ---------

Property and equipment, net                        127,515         115,989
Goodwill, net                                      483,660         417,893
Purchased software, net                            722,196         669,428
Deposits and other                                  13,682          31,411
                                                 ---------       ---------
                                                 1,347,053       1,234,721
                                                 ---------       ---------
    Total assets                               $ 3,424,055    $  3,468,083


Liabilities and Stockholders' Equity
Current Liabilities
 Notes payable - related party                $     10,416    $     10,416
 Trade accounts payable                             33,548          40,567
 Accrued payroll                                   247,730         191,230
 Accrued interest - related party                   20,002          19,359
 Other accrued expenses                             89,184         147,250
 Deferred revenue                                  957,974       1,445,720
                                                 ---------       ---------
    Total current liabilities                    1,358,854       1,854,542
                                                 ---------       ---------
    Total liabilities                            1,358,854       1,854,542
                                                 ---------       ---------

Commitments and contingencies                         -               -

Stockholders' Equity
 Preferred stock, convertible, voting,
  cumulative, par value $.10 per share;
  authorized 5,000,000 shares; issued and
  outstanding, 500,000 shares of Series B
  and 300,000 shares of Series E, aggregate
  liquidating preference of $800,000
  ($1.00 per share)                                 80,000          80,000
 Common stock, par value $.10 per share;
  authorized 100,000,000 shares; issued and
  outstanding 56,178,663 at September 30, 2002
  and December 31, 2000                          5,617,866       5,617,866
 Additional paid-in capital                      2,825,554       2,825,554
 Accumulated deficit                            (6,395,657)     (6,799,071)
 Currency translation adjustments                  (62,562)        (70,808)

                                                 ---------       ---------
                                                 2,065,201       1,653,541
Less stock purchase note receivable                   -             40,000
                                                 ---------       ---------
    Total stockholders' equity                   2,065,201       1,613,541
                                                 ---------       ---------

    Total liabilities and stockholders' equity $ 3,424,055    $  3,468,083
                                                 =========       =========

</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                        3
<PAGE>



                 United Systems Technology, Inc. and Subsidiary
                        Consolidated Statements of Income
                                   (Unaudited)
<TABLE>
<S>                                      <C>       <C>         <C>      <C>

                                     Three Months Ended      Nine Months Ended
                                         September 30,         September 30,
                                        2002      2001        2002      2001
                                        ====      ====        ====      ====
Revenue
 Software packages                 $ 225,543  $ 131,467  $  553,429 $ 283,593
 Installation, training and
  customer support                    73,106    117,418     309,310   389,835
 Maintenance                         542,903    481,146   1,533,226 1,403,250
 Equipment and supplies sales         70,145     66,949     207,103   164,104
 Other                                 8,594        175       9,564     9,040
                                   ---------  ---------   --------- ---------
                                     920,291    797,155   2,612,632 2,249,822
                                   ---------  ---------   --------- ---------
Costs and expenses
 Salaries                            480,878    374,340   1,286,877 1,056,241
 Other general, administrative
  and selling expense                178,709    174,077     580,784   509,880
 Depreciation and amortization        57,387     72,052     153,310   201,866
 Commissions                          52,894      8,286      94,395    11,090
-Cost of equipment and supplies sold  37,395     36,395     113,036    85,193
                                   ---------  ---------   --------- ---------
                                     807,263    665,150   2,228,402 1,864,270
                                   ---------  ---------   --------- ---------
Income from operations               113,028    132,005     384,230   385,552
                                   ---------  ---------   --------- ---------

Nonoperating income (expense)
 Interest expense                       (217)      (217)       (643)     (730)
 Interest income                       6,100      8,020      19,826    26,877
                                   ---------  ---------   --------- ---------
                                       5,883      7,803      19,183    26,147
                                   ---------  ---------   --------- ---------

Income before extraordinary item     118,911    139,808     403,413   411,699
                                   ---------  ---------   --------- ---------
Extraordinary gain on settlement
 of debt                                -         3,716        -        3,716
                                   ---------  ---------   --------- ---------

Net income                           118,911    143,524     403,413   415,415

Preferred stock dividend
requirements                         (14,112)   (14,078)    (41,883)  (41,771)
                                   ---------  ---------   --------- ---------

Income available for common
 stockholders                      $ 104,799  $ 129,446  $  361,530 $ 373,644
                                   =========  =========   ========= =========

Basic and Diluted Earnings per Share
Net income per common share before
 extraordinary item               $     NIL  $     NIL  $      0.01 $    0.01
Extraordinary gain on settlement
 of debt                                NIL        NIL          NIL       NIL
                                   ---------  ---------   --------- ---------
Net income per common share after
 extraordinary item               $     NIL  $     NIL  $      0.01 $    0.01
                                   =========  =========   ========= =========

Weighted average number of common
 shares outstanding
      Basic                       56,178,663 56,178,663  56,178,663 56,178,663
                                  ========== ==========  ========== ==========
      Diluted                     59,900,092 57,878,663  61,278,399 58,897,881
                                  ========== ==========  ========== ==========
</TABLE>

    The accompanying notes are an integral part of the financial statements.

                                        4
<PAGE>


                 United Systems Technology, Inc. and Subsidiary
                      Consolidated Statements of Cash Flows
           For the Nine Month Period Ended September 30, 2002 and 2001
                                   (Unaudited)
<TABLE>
<S>                                                <C>            <C>

                                                   2002           2001
                                               ===========     ===========
Cash flows in operating activities:
  Net income                                   $   403,413    $    415,415

 Adjustments to reconcile net income
  to net cash provided by (used in)
  operating activities:
   Depreciation and amortization                   153,310         201,866
   Recognition of deferred compensation
    costs on employee stock purchase                  -              9,000
   Extraordinary gain on settlement of debt           -             (3,716)

 Change in operating assets and liabilities:
   Accounts receivable                             378,374         227,027
   Deposits and other                               17,729         (62,969)
   Accounts payable                                (12,418)          8,273
   Accrued expenses                                (29,419)         14,003
   Deferred revenue                               (522,738)       (545,871)
                                                 ---------       ---------
                                                   (15,162)       (152,387)
                                                 ---------       ---------
Net cash provided by operating activities      $   388,251    $    263,028
                                                 ---------       ---------

Cash flows from investing activities:
 Property and equipment additions                  (36,687)        (26,173)
 Acquisition of businesses                        (213,886)       (132,065)
                                                 ---------       ---------
Net cash used in investing activities             (250,573)       (158,238)
                                                 ---------       ---------
Cash flows from financing activities:
 Notes payable payment received                     40,000           -
 Payments of notes payable                            -            (2,083)
                                                 ---------       ---------
Net cash provided by (used in) financing
 activities                                         40,000         (2,083)
                                                 ---------       ---------

Effect of exchange rate on cash                      4,495          8,189
                                                 ---------       ---------

Increase in cash and cash equivalents              182,173        110,896
Cash and cash equivalents, beginning of period   1,383,173        814,240
                                                 ---------       ---------

Cash and cash equivalents, end of period       $ 1,565,346    $   925,136
                                                 =========       =========
</TABLE>

    The accompanying notes are an integral part of the financial statements.


                                        5
<PAGE>


                UNITED SYSTEMS TECHNOLOGY, INC. AND SUBSIDIARIES
                   Notes To Consolidated Financial Statements
                                   (Unaudited)

Note 1.  Basis of Presentation:

     In the  opinion of  management,  the  accompanying  unaudited  consolidated
statements  contain  all  adjustments   (consisting  of  only  normal  recurring
accruals)  necessary to present fairly the  consolidated  financial  position of
United Systems  Technology,  Inc. ("USTI") as of September 30, 2002 and December
31,  2001 and the  results  of  operations  and cash  flows of USTI for the nine
months ended September 30, 2002 and 2001. The consolidated results of operations
for the nine months ended September 30, 2002 are not  necessarily  indicative of
the results to be expected for the full year.


Note 2.  Preferred Stock:

     The  Company is in arrears in the  payment of  dividends  to holders of its
Series B and E Preferred Stock. Holders of Series B Preferred Stock are entitled
to annual  dividends of $.07 per share,  payable  quarterly and, as of September
30, 2002,  are entitled to the payment of  approximately  $489,975 in dividends,
which are currently in arrears. Holders of Series E Preferred Stock are entitled
to annual  dividends of $.07 per share,  payable  quarterly and, as of September
30, 2002,  are entitled to the payment of  approximately  $237,445 in dividends,
which are currently in arrears.


Note 3.  Earnings Per Share

     The  following  table  sets  forth the  computation  of basic  and  diluted
earnings per share:
<TABLE>
<S>                                <C>        <C>             <C>        <C>

                                 Three Months Ended         Nine Months Ended
                                    September 30,             September 30,
                                  2002       2001            2002        2001
                                  ----       ----            ----        ----
 Income allocable to
  common stockholders          $ 118,911   $ 143,524      $ 403,413   $ 415,415
                                 -------     -------        -------     -------
 Weighted average
  shares outstanding - basic  56,178,663  56,178,663     56,178,663  56,178,663
 Effect of dilutive stock
  options and warrants         3,721,429   1,700,000      5,099,736   2,719,218
                              ----------  ----------     ----------  ----------
 Weighted average shares
  outstanding - diluted       59,900,092  57,878,663     61,278,399  58,897,881
                              ----------  ----------     ----------  ----------
 Income per common
  share - basic                $   NIL    $   NIL         $   .01     $   .01
 Income per common                 ---        ---             ---         ---
  share - diluted              $   NIL    $   NIL         $   .01     $   .01
                                   ---        ---             ---         ---
</TABLE>

                                        6
<PAGE>



                UNITED SYSTEMS TECHNOLOGY, INC. AND SUBSIDIARIES
                   Notes To Consolidated Financial Statements
                                   (Unaudited)


     In 2002 and 2001,  the  assumed  conversion  of the  Company's  convertible
preferred stock was excluded from the computation of diluted  earnings per share
because its effect would be antidilutive. In 2002 and 2001, warrants to purchase
75,000 shares of the Company's  common stock were excluded from the  computation
of diluted earnings per share because the effect would be antidilutive.


Note 4.  Acquisition of Assets:

     On June 26, 2002, the Company acquired  substantially  all of the assets of
Shamrock  Systems,  LLC  ("Shamrock"),  based in  Memphis,  Tennessee  to add an
additional product line to its suite of products.  This transaction includes all
rights  to the  Shamrock  software,  contracts  for  software  support,  and all
accounts  receivable  of  Shamrock.  The purchase  price was  $213,886  plus the
assumption  of  certain  liabilities  of  Shamrock  including  software  support
obligations  for the  remainder of the  contract  terms.  Operating  results for
Shamrock  are included in  consolidated  financial  statements  from the date of
acquisition.

     The  following  unaudited  proforma  information  presents  the  results of
operations  of the  Company  as if  the  acquisitions  had  taken  place  in the
beginning  of the nine month  period  ended  September  30, 2002  presented  (in
thousands, except per share data):
<TABLE>
<S>                               <C>         <C>       <C>         <C>

                                 Three Months Ended    Nine Months Ended
                                    September 30,       September 30,
                                 2002         2001     2002         2001
                                 ----         ----     ----         ----
         Revenues               $ 920        $ 885    $ 2,841     $ 2,425
         Net income             $ 119        $ 135    $   415     $   399

         Net income per
          common share          $ NIL        $ NIL    $   .01     $   .01

</TABLE>

     The proforma  results of operations  have been  presented  for  comparative
purposes  only and do not purport to be  indicative of the results of operations
which  actually would have occurred had the  acquisitions  been made as of these
dates or of results which may occur in the future.

                                        7
<PAGE>


<PAGE>



                UNITED SYSTEMS TECHNOLOGY, INC. AND SUBSIDIARIES
                   Notes To Consolidated Financial Statements
                                   (Unaudited)

Note 5.  Comprehensive Income:

         Comprehensive income is as follows:
<TABLE>
<S>                                <C>        <C>            <C>        <C>

                                 Three Months Ended         Nine Months Ended
                                    September 30,             September 30,
                                  2002       2001            2002        2001
                                  ----       ----            ----        ----

         Net income             $118,911   $143,524       $403,413    $415,415
         Currency translation
             adjustments           2,312     (3,763)         8,246      (8,819)
                                 -------    -------        -------     -------

         Comprehensive income   $121,223   $139,761       $411,659    $407,226
                                 =======    =======        =======     =======
</TABLE>


Note 6.  Intangible Assets

     The following table sets forth the net income and related per share amounts
as if SFAS 142 had been  adopted for the  periods  ended  September  30, 2001 in
thousands (except per share data):

<TABLE>
<S>                                              <C>             <C>
                                                Three            Nine
                                                Months          Months
                                                ------          ------
      Reported net income                       $ 144            $ 415
      Add back goodwill amortization               23               71
                                                 ----             ----
        Adjusted net income                     $ 167            $ 486


      Basic and diluted net income per share    $ NIL            $ NIL
        Goodwill amortization                     NIL              NIL
                                                 ----             ----
      Adjusted net income per share
        Basic and diluted                       $ NIL            $ NIL
                                                 ----             ----
</TABLE>

Intangible assets consist of the following:
<TABLE>
<S>                               <C>         <C>         <C>         <C>

                                 September 30, 2002       December 31, 2001
                                 ------------------       -----------------
                                Gross                    Gross
                               Carrying   Accumulated   Carrying   Accumulated
                                Value     Amortization   Value     Amortization
                              ---------   ------------  --------   ------------
Amortized intangible assets

   Purchased Software        $1,605,921     (883,725)  1,433,565     (764,137)

Intangible assets not
 subject to amortization

   Goodwill                  $2,002,152   (1,518,492)  1,936,027   (1,518,134)
</TABLE>

                                        8

<PAGE>
                UNITED SYSTEMS TECHNOLOGY, INC. AND SUBSIDIARIES
                   Notes To Consolidated Financial Statements
                                   (Unaudited)


     Amortization  expense  related to intangible  assets  totaled  $119,940 and
$166,450 during the nine months ended September 30, 2002 and 2001, respectively.
The aggregate estimated  amortization expense for intangible assets remaining as
of September 30, 2002 is as follows:
<TABLE>
<S>       <C>                       <C>

         Remainder of 2002      $  45,000
         2003                     180,000
         2004                     180,000
         2005                     150,000
         2006                     115,000
         2007                      72,000
                                  -------
         Total                  $ 742,000
                                  =======
</TABLE>


                                        9
<PAGE>


<PAGE>




                UNITED SYSTEMS TECHNOLOGY, INC. AND SUBSIDIARIES


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

Results of Operations
---------------------

     The  Company  derives  its  revenue  from  the  licensing  of its  software
packages,   installation,   training  and  custom   modifications,   maintenance
agreements and equipment  sales and  commissions.  Results of operations for the
three month period ended September 30, 2002 include revenues of $920,291 and net
income of  $118,911  as  compared  to  revenues  of  $797,155  and net income of
$143,524 for the same period in 2001.  Results of operations  for the nine month
period ended September 30, 2002 include revenues of $2,612,632 and net income of
$403,413 as compared to revenues of  $2,249,822  and net income of $415,415  for
the same period in 2001.

     The Company has completed the development of several new software products,
which significantly  enhance the  competitiveness of its comprehensive  software
offering.  These  products  are  marketed  under the asystTM  brand  name,  were
developed as Windows  applications to "look and work like Microsoft Office", and
include a Fund  Accounting  product  line,  a Utility  Billing  product  line, a
General  Government  product line and a Public  Safety  product  line.  The Fund
Accounting product line includes General Ledger,  Budget XLence,  Report XLence,
Accounts Payable, Accounts Receivable,  Purchase Orders, Cash Receipts,  Payroll
and Fixed Assets  modules.  The Utility  Billing  product line includes  Utility
Billing, Service Orders, Meter Reader Interface,  Bank Drafts and Budget Billing
modules.   The  General   Government  product  line  includes  Master  and  Land
Directories,  Business and Animal Licenses,  Code Enforcement,  Building Permits
and Property Tax modules.  The Public Safety  product line includes  Master Name
Index, Calls for Service, Offense Reports, Citations, State Interface,  Computer
Aided Dispatch,  Jail  Management,  Alarm Billing and UCR Reports  modules.  The
Company is currently developing additional modules for its asystTM product line.

Three Month Period Ended September 30, 2002 and 2001
----------------------------------------------------

     The Company's  total revenue  increased 15% from $797,155  during the third
quarter in 2001 to  $920,291  in 2002.  Software  license  fees  increased  from
$131,467  in 2001 to $225,543 in 2002 due to an increase in sales of its asystTM
products during the quarter.  Installation and training  decreased to $73,106 in
2002 from  $117,418 in 2001 due, in part,  to a decline in services  provided to
the Company's  existing  customers in 2002.  Maintenance  revenue increased from
$481,146 in 2001 to $542,903 during 2002, due to an increase in revenue from new
customers added and to the Shamrock  customers  acquired by the Company in 2002.
Equipment and supplies  sales  increased from $66,949 in 2001 to $70,145 in 2002
as a result of increased sales of computer equipment during the period.

                                       10
<PAGE>

     Total costs and expenses increased 21% from $665,150 in 2001 to $807,263 in
2002. Salary expense increased from $374,340 in 2001 to $480,878 in 2002, due in
part,  from the  addition  of  employees  related  to  recent  acquisitions  and
increased  incentives  resulting  from  improved  results of  operations.  Other
general,  administrative and selling expenses increased from $174,077 in 2001 to
$178,709 in 2002 as a result of increased costs related to acquisitions in 2002.
Depreciation and amortization  expense decreased from $72,052 in 2001 to $57,387
in 2002  resulting from the  implementation  of SFAS No. 141 that makes goodwill
and  intangible   assets  with   indefinite   lives  no  longer  be  subject  to
amortization.  Commission  expense  increased  from $8,286 in 2001 to $52,894 in
2002 due to the addition of sales staff in 2002 and to a higher  volume of sales
in the period.


Nine Month Period Ended September 30, 2002 and 2001
---------------------------------------------------

     The Company's total revenue  increased 16% from $2,249,822 during the first
nine  months of 2001 to  $2,612,632  during  the same  period in 2002.  Software
license  fees  increased  from  $283,593  in 2001 to  $553,429 in 2002 due to an
increase in sales of its asystTM  products during the period.  Installation  and
training  decreased  from  $389,835  in  2001 to  $309,310  in  2002  due,  in a
significant  part,  to a decrease in services  provided the  Company's  Canadian
customers related to regulatory changes in 2001.  Maintenance  revenue increased
from $1,403,250 in 2001 to $1,533,226 during 2002, due to an increase in revenue
from  new  customers  and to the  Shamrock  and MAS  customers  acquired  by the
Company.  Equipment  and  supplies  sales  increased  from  $164,104  in 2001 to
$207,103 during 2002, due to an increased in sales of computer  equipment during
the period.

     Total  costs  and  expenses  increased  20%  from  $1,864,270  in  2001  to
$2,228,402  in  2002.  Salary  expense  increased  from  $1,056,241  in  2001 to
$1,286,877  in 2002,  due in part,  from the  addition of  employees  related to
recent acquisitions and increased  incentives resulting from improved results of
operations.  Other general,  administrative  and selling expenses increased from
$509,880 in 2001 to $580,784 in 2002 as a result of increased  costs  related to
acquisitions.  Depreciation and amortization  expense decreased from $201,866 in
2001 to $153,310 in 2002 resulting form the  implementation of SFAS No. 141 that
makes goodwill and intangible  assets with indefinite lives no longer be subject
to amortization.  Cost of equipment and supplies  increased from $85,193 in 2001
to $113,036 in 2002 due to an increase in sales of computer equipment during the
period.

                                       11
<PAGE>


<PAGE>



Liquidity and Capital Resources
-------------------------------

     The Company had net cash  provided  from  operating  activities of $388,251
during the nine  months  ended  September  30,  2002,  as  compared  to net cash
provided from  operations of $263,028 for the same period in 2001. This increase
in cash provided in 2002 was due, in part, to  maintaining  improved  results of
operations  during  the  first  nine  months  of  2002  and an  increase  in the
collection of outstanding accounts receivable. Net cash of $213,886 was utilized
in 2002 for the  acquisition  of Shamrock.  Cash of $36,687 was utilized for the
purchase of equipment.

     Management  believes that its ability to generate  positive cash flows from
operations,  in addition to its existing cash balances, will be adequate to meet
its working capital requirements in the near future.

     The Company is  currently in arrears in the payment of dividends to holders
of its preferred  stock. As of September 30, 2002,  dividends were in arrears on
the Series B preferred stock in the amount of $489,975 and on Series E preferred
stock in the amount of $237,445.

Forward-Looking Statements
--------------------------

     This report  contains  forward-looking  statements,  other than  historical
facts,  which  reflect the view of Company's  management  with respect to future
events.  Such  forward-looking  statements are based on assumptions  made by and
information currently available to the Company's management. Although management
believes that the expectations reflected in such forward-looking  statements are
reasonable,  it can give no assurance that such  expectations will prove to have
been  correct.  Important  factors  that could  cause  actual  results to differ
materially from such expectations  include,  without limitation,  the ability of
the Company:  i) to generate  levels of revenue and adequate cash flows from its
operations to support and maintain its current cost structure and ii) to develop
and deliver products that are  competitive,  accepted by its markets and are not
rendered  obsolete  by  changing  technology.   The  forward-looking  statements
contained  herein  reflect the current  views of the Company's  management  with
respect to future  events  and are  subject to these  factors  and other  risks,
uncertainties and assumptions relating to the operations,  results of operations
and  financial  position of the Company.  The Company  assumes no  obligation to
update the  forward-looking  statements or to update the reasons  actual results
could differ from those contemplated by such forward-looking statements.

Item 3. Controls and Procedures

     Within the 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 Chief
Financial  Officer,  of the  effectiveness  of the design and  operation  of the
Company's  disclosure  controls  and  procedures  pursuant to Exchange  Act Rule
13a-14.  Based upon that evaluation,  the Company's Chief Executive  Officer and
Chief Financial  Officer have concluded that the Company's  disclosure  controls
and  procedures  are effective in timely  alerting them to material  information
relating to the Company (including its consolidated subsidiaries) required to be
included in the  Company's  periodic SEC  filings.  The Company has not made any
significant  changes  to its  disclosure  controls  and  procedures  or in other
factors that could  significantly  affect its disclosure controls and procedures
subsequent to the date of the evaluation described above.

                                       12
<PAGE>

Part II - Other Information

Item 1.  Legal Proceedings

     The Company is a defendant in various legal actions, which arose out of the
normal course of business.  In the opinion of management,  none of these actions
are expected to have a material effect on the consolidated results of operations
or financial position of the Company.

Item 2.  Change In Securities

         Not Applicable

Item 3.  Defaults Upon Senior Securities

     The  Company is in arrears in the  payment of  dividends  to holders of its
Series B and E Preferred Stock. Holders of Series B Preferred Stock are entitled
to annual  dividends of $.07 per share,  payable  quarterly and, as of September
30, 2002,  are entitled to the payment of  approximately  $489,975 in dividends,
which are currently in arrears. Holders of Series E Preferred Stock are entitled
to annual  dividends of $.07 per share,  payable  quarterly and, as of September
30, 2001,  are entitled to the payment of  approximately  $237,445 in dividends,
which are currently in arrears.

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

         Not Applicable.

Item 5.  Other Information

         Not Applicable

Item 6.  Exhibits and Reports on Form 8-K

    (a)  Exhibits 99.1 Principal Executive Officer Certification
                  99.2 Principal Financial and Accounting Officer Certification

    (b)  No reports on Form 8-K were filed during the quarter for which this
         report is filed.

                                       13
<PAGE>


<PAGE>



                                   Signatures


     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.



                                  United Systems Technology, Inc.


Date:  November 14, 2002            By: /s/  Thomas E. Gibbs
                                        --------------------
                                       Thomas E. Gibbs, President
                                        and Chairman of the Board
                                       (Principal Executive Officer)



Date:  November 14, 2002            By: /s/  Randall L. McGee
                                        ---------------------
                                       Randall L. McGee, Secretary
                                        and Treasurer (Principal
                                        Financial and Accounting Officer)

                                       14
<PAGE>


<PAGE>





                                 Certifications

I, Thomas E. Gibbs, certify that:

     1. I have reviewed this  quarterly  report on Form 10-QSB of United Systems
Technology, Inc.;

     2. Based on my knowledge, this quarterly 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 quarterly
report;

     3. Based on my knowledge,  the financial  statements,  and other  financial
information  included in this quarterly  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 quarterly report;

     4. The  registrant's  other  certifying  officer 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 we have:

     a) 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 quarterly report is being prepared;

     b) 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
quarterly report (the "Evaluation Date"); and

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

     5. The registrant's other certifying officer 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
function):

     a) 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

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

     6. The registrant's  other certifying  officer and I have indicated in this
quarterly  report  whether or not 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:  November 14, 2002            By: /s/  Thomas E. Gibbs
                                        --------------------
                                       Thomas E. Gibbs, President
                                        and Chief Executive Officer

                                       15
<PAGE>


I, Randall L. McGee, certify that:

     1. I have reviewed this  quarterly  report on Form 10-QSB of United Systems
Technology, Inc.;

     2. Based on my knowledge, this quarterly 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 quarterly
report;

     3. Based on my knowledge,  the financial  statements,  and other  financial
information  included in this quarterly  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 quarterly report;

     4. The  registrant's  other  certifying  officer 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 we have:

     a) 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 quarterly report is being prepared;

     b) 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
quarterly report (the "Evaluation Date"); and

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

     5. The registrant's other certifying officer 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
function):

     a) 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

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

     6. The registrant's  other certifying  officer and I have indicated in this
quarterly  report  whether or not 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:  November 14, 2002            By: /s/  Randall L. McGee
                                        ---------------------
                                       Randall L. McGee,
                                       Vice President and
                                        Chief Financial Officer

                                       16
<PAGE>


<PAGE>



                                  Exhibit 99.1

                            CERTIFICATION PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
                            (18 U.S.C. SECTION 1350)


     This  certification  is  furnished  solely  pursuant  to Section 906 of the
Sarbanes-Oxley  Act of 2002 and  accompanies  the  Quarterly  Report  of  United
Systems  Technology,  Inc.  (the  "Company") on Form 10-QSB for the period ended
September  30, 2002 (the  "Report").  I, Thomas E.  Gibbs,  Principal  Executive
Officer of the Company, hereby certify that, to the best of my knowledge:

     1. The Report fully  complies  with the  requirements  of Section  13(a) or
15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and

     2. The information contained in the Report fairly presents, in all material
respect, the financial condition and results of the operations of the Company.



Date:  November 14, 2002            By: /s/  Thomas E. Gibbs
                                        --------------------
                                       Thomas E. Gibbs, President
                                        and Chairman of the Board
                                       (Principal Executive Officer)


                                       17
<PAGE>


<PAGE>





                                  Exhibit 99.2

                            CERTIFICATION PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
                            (18 U.S.C. SECTION 1350)



     This  certification  is  furnished  solely  pursuant  to Section 906 of the
Sarbanes-Oxley  Act of 2002 and  accompanies  the  Quarterly  Report  of  United
Systems  Technology,  Inc.  (the  "Company") on Form 10-QSB for the period ended
September 30, 2002 (the "Report").  I, Randall L. McGee, Principal Financial and
Accounting  Officer  of the  Company,  hereby  certify  that,  to the best of my
knowledge:

     1. The Report fully  complies  with the  requirements  of Section  13(a) or
15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and

     2. The information contained in the Report fairly presents, in all material
respect, the financial condition and results of the operations of the Company.
'


Date:  November 14, 2002            By: /s/  Randall L. McGee
                                        ---------------------
                                       Randall L. McGee, Secretary
                                        and Treasurer (Principal
                                        Financial and Accounting Officer)



                                       18
<PAGE>