SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549

                               FORM 10-KSB/A-1

             ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

                        SECURITIES EXCHANGE ACT OF 1934
                FOR THE FISCAL YEAR ENDED DECEMBER 31, 2001

                        COMMISSION FILE NO.: 0-7087

                          LITEGLOW INDUSTRIES, INC.
                 ----------------------------------------------
                 (Name of Small Business Issuer in its Charter)

            Utah                                             65-0516403
----------------------------------                      -------------------
(State or other jurisdiction                              (IRS Employer
 of incorporation or organization)                      Identification No.)


         2301 N.W. 33rd Court, Unit 104, Pompano Beach, Florida 33069
         ------------------------------------------------------------
         (Address of principal executive offices, including zip code)


                               (954) 971-4569
                         ---------------------------
                         (Issuer's telephone number)


           -----------------------------------------------------
           (Former name, former address, and former Fiscal Year,
                        if changed since last report)

          Securities registered pursuant to Section 12(b) of the Act:

                None                                     None
        ---------------------                   ----------------------
        (Title of Each Class)                   (Name of Each Exchange
                                                 on which Registered)


            Securities registered pursuant to 12(g) of the Act:

                   Common Stock, par value $.001 per share
                   ---------------------------------------
                              (Title of Class)

Check whether the Issuer (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 Issuer was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days. Yes [x]  No [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-B is not contained herein, and will not be
contained, to the best of Issuer'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)


As of March 26, 2002, there were 3,930,082 shares of the Registrant's
Common Stock issued and outstanding.



                                  -1-
<PAGE>



                        LITEGLOW INDUSTRIES, INC.


This 10-KSB Amendment is being filed to include an additional disclosure
inadvertently omitted from the December 31, 2001 financial statements.


<PAGE>





                                  -2-
<PAGE>

                        LITEGLOW INDUSTRIES, INC.



                            TABLE OF CONTENTS
                                                          Page
PART I                                                   ------
------

Item 1.  Business.........................................  4

Item 2.  Properties....................................... 12

Item 3.  Legal Proceedings................................ 13

Item 4.  Submission of Matters to a
           Vote of Security Holders....................... 14

PART II
-------

Item 5.  Market for Company's Common Equity
           And Related Stockholder Matters................ 14

Item 6.  Management's Discussion and
           Analysis or Plan of Operations................. 16

Item 7.  Financial Statements and Supplementary Data...... 18

Item 8.  Change in and Disagreements
           with Accountants on Accounting
           and Financial Disclosure....................... 18

PART III
--------

Item 9.  Directors, Executive Officers, Promoters
           and Control Persons; Compliance with
           Section 16(a) of the Exchange Act.............. 18

Item 10. Executive Compensation........................... 20

Item 11. Security Ownership of Certain
           Beneficial Owners and Management............... 21

Item 12. Certain Relationships and Related Transactions... 21

Item 13. Exhibits, Financial Statement
           Schedules and Reports on Form 8-K.............. 22

SIGNATURES




                                  -3-
<PAGE>



                      FORWARD LOOKING STATEMENTS

The Private Securities Litigation Reform Act of 1995 provides a "safe
harbor" for certain forward-looking statements.   The forward-looking
statements contained in this Form 10-KSB are subject to certain
assumptions, risks and uncertainties.  Actual results could differ
materially from current expectations.  Among the factors that could affect
the Company's actual results and could cause results to differ from those
contained in the forward-looking statements contained herein is the
Company's ability to implement its business strategy successfully,
which will depend on business, financial, and other factors beyond the
Company's control, including, among others, prevailing changes in consumer
preferences, access to sufficient quantities of raw materials, availability
of trained labor and changes in industry regulation.  There can be no
assurance that the Company will continue to be successful in implementing
its business strategy.  Other factors could also cause actual results to
vary materially from the future results covered in such forward-looking
statements.  Words used in this Form 10-KSB, such as "expects", "believes",
"estimates", and "anticipates" and variations of such words and similar
expressions are intended to identify such forward-looking statements.



                                   PART I

ITEM 1.   DESCRIPTION OF BUSINESS
          -----------------------

     Corporate History
     -----------------

     Liteglow Industries, Inc. (the "Company") is engaged in the design,
manufacture and sale to wholesalers and retailers of automotive aftermarket
accessories and specialty products.  The Company was incorporated in Utah
on April 25, 1984, under the name Graphic Connections, Inc.  In September
1984, the Company completed an offering of $30,000 of its common stock on
a "blind-pool, blank-check" basis, the Company having no specific use of
proceeds at the time that the offering was completed.  In the fall of 1984,
the Company changed its name to Monte de Oro of Utah, Inc., and entered into
the mining business which was not successful.  In 1985, the Company changed
its name to Confetti, Inc. pursuant to a merger with a Utah corporation of
that name, and assumed the operation of an Italian style restaurant.  The
restaurant failed in October 1985, at which time the Company ceased doing
business.

     The Company remained inactive from October 1985 until its merger with
Liteglow Industries, Inc., a Florida corporation ("Liteglow Florida"), on
August 8, 1996.  The merger was effected by the Company to provide the
Company with an operating business.  Liteglow Florida entered into the
merger to provide access to investment capital which Liteglow Florida
believed would be available to it upon its merger into the public Company.
Pursuant to the merger agreement between the Company and Liteglow Florida,



                                  -4-
<PAGE>



the shareholders of Liteglow Florida were issued one share of the Company's
common stock for each of their shares of Liteglow Florida common stock, so
that upon the completion of the merger the shareholders of Liteglow Florida
held 122,250 shares, or 77.69%, and the existing shareholders of the Company
held 35,099 shares, or 22.31%, of the Company's issued and outstanding common
stock.  Upon completion of the merger, the shareholders of Liteglow Florida
assumed control of the Company.  Concurrently with the merger, the Company
assumed the ongoing business of Liteglow Florida, which business is described
in the succeeding paragraphs under this caption "Description of Business,"
and the Company changed its name to Liteglow Industries, Inc.

     On October 10, 1997, Liteglow Acquisition Corp., a wholly-owned
subsidiary of the Company, merged with KJK Marketing, Inc. ("Low Glow"), a
Florida corporation, with Liteglow Acquisition Corp. being the surviving
corporation.  Pursuant to the merger agreement between Liteglow Acquisition
Corp. and Low Glow, the shareholders of Low Glow received 7,500 shares of
the Company's common stock having an agreed value of $150,000 and cash of
$100,000 payable $50,000 at closing and $50,000 thirty (30) days after
closing.  Subsequent to closing, the Company paid the promissory note in
full.  The Company was required by the merger agreement to provide
additional shares to the shareholders of Low Glow in the event that the
fair market value of their shares was less than $150,000 on October 10,
1999.  In October 1999, the Company issued 92,200 shares of its common
stock to the former shareholders of Low Glow pursuant to that provision of
the merger agreement.  See "Description of Securities--Common Stock."

     The Company
     -----------

     The Company's existing business was established by its founder, Spencer
Krumholz, upon the incorporation of Liteglow Florida on August 8, 1994.
With his wife, Arlene Krumholz, Mr. Krumholz, organized that corporation
to design, manufacture and market, under the Liteglow  trademark and other
trademarks and trade names, a diverse line of automotive aftermarket
accessories and specialty products.  Liteglow Florida's business
initially focused on developing a line of automotive accessories
designed to enhance vehicle appearance, including neon license plate
frames and neon under-car lighting lights, all of which operate on the
12-volt electrical system common in automobiles. Since the 1996 merger
between Liteglow Florida and the Company, the Company has expanded its
product offerings to include automotive products such as driving and fog
lights, which both improve vehicle operation, as well as decorative
accessories such as lighted dice.

     The Company's neon under-car light products and neon light rod
products, both of which are described under the caption "Products" below,
account for approximately fifteen percent (15%) and thirty percent (30%),
respectively, of the Company's product sales revenues in 2001.  No other
product line is anticipated to account for more than five percent (5%) of




                                  -5-
<PAGE>



the Company's 2001 revenues.  As the Company continuously develops new
products and consumer tastes change, its revenues from a particular product
line can be expected to change.

     The Company is seeking to position itself in the niche market catering
to the automotive and electronics enthusiasts.  This market is characterized
by owners who are generally more affluent than the typical automobile owner
and view their automobiles as a personal statement or means of recreation
rather than just basic transportation.  By maintaining and enhancing close
relationships with its suppliers, customers, and ultimate consumers, the
Company believes that it is well positioned to anticipate and identify
the changing interests of consumers.  The Company's business objectives
are to establish itself rapidly as the largest specialty distributor of
automotive aftermarket accessories using the common automotive 12-volt
electrical system, and to expand its position in the automotive aftermarket
and electronics industries by introducing new products, acquiring compatible
businesses, and expanding its presence in all channels of distribution.
The Company's customers are limited to wholesale and retail businesses.
The Company currently offers over 500 products to approximately 4,000
customers.  The Company intends to continue its efforts to expand and
diversify its product lines in order to respond more effectively to consumer
needs and to broaden its customer base.

     Market Overview
     ---------------

     The Company's business strategy is to direct its sales and marketing
efforts to outlets that cater to the niche market of automotive and
electronic enthusiasts purchasing automotive aftermarket accessories and
specialty products.  The Company believes that its products are unusual and,
consequently, not sensitive to the normal discounting pressures faced by
products that are more of a commodity-like nature and sold in more
conventional outlets.  In the year ended December 31, 2001, approximately
45% of the Company's sales were made to wholesalers and independent retailers
of electronic and automotive products. The balance of the Company's sales
during that period were made to mass merchandisers and chain stores.

     The Company employs several principal marketing programs to reach its
targeted outlets.  These programs, which are explained below under the
caption "Distribution, Sales and Marketing," include the use of independent
sales representatives nationally, a significant presence at the three
principal industry trade shows held annually, the use of its internal
telemarketing department, and advertising in magazines and trade
publications.

     Business Strategy
     -----------------

     The business objective of the Company is to establish itself rapidly as
the largest specialty distributor of 12-volt electronic auto accessories and



                                  -6-
<PAGE>



to expand its position in the automotive aftermarket products market by
introducing new products and expanding its presence in all channels of
distribution.  The Company plans to achieve its business objective by
continuing to actively research and identify new and innovative products
that it believes will provide attractive profit margins, promoting brand
name recognition and maintaining a strong commitment to customer service.
The Company's strategy to achieve this objective includes the following key
elements:

     Innovative Products. The Company intends to focus its efforts on
developing lines of accessory and specialty, rather than replacement,
aftermarket products and to differentiate its product offerings by
manufacturing or acquiring products incorporating the latest technology,
innovative designs and advanced components.  For example, the Company's
Neon Under-Car Lighting Kits incorporate innovative electronic components
and high impact glass of a standard that is higher than the industry norm.

     Quality Control;  Brand Name Recognition.  The Company is committed to
providing high quality products.  The Company closely monitors the
manufacturing process of its suppliers and tests its products in order to
assure quality and reliability, which the Company believes are critical
elements for success in the automotive aftermarket products market.
Historically, the Company's rate of return for defective products averages
only approximately two to two and one-half percent of sales.  The Company
has engaged persons in China to perform quality control inspections at
manufacturing sites.  The Company believes that by consistently offering
high-quality products it will continue to build brand name recognition and
loyalty.  Brand name recognition is important because, among other things,
brand name products often command premium prices but can be produced at
relatively low cost, resulting in higher margins.

     Commitment to Multiple Product Categories.  The Company is committed to
consistently offering products in multiple categories in order to enhance
loyalty among its customers and brand name recognition.  In addition, the
Company believes that by diversifying its product offerings it will be
better able to respond more effectively to changes in consumer needs.  The
Company intends to increase its product offerings by entering into
distribution agreements with manufacturers of products that meet the
Company's criteria.  In addition, the Company intends to identify and
acquire single proprietary products and other manufacturers with promising
product lines that lack sufficient resources or know-how to effectively
market their products.

     Service Commitment.  The Company emphasizes a high level of service in
all aspects of its business, including identifying consumer demand for new
products, providing fast and efficient product delivery, maintaining
responsive warranty service, and maintaining product and market knowledge.


                                  -7-
<PAGE>



     Marketing.  The Company's marketing efforts are conducted by Mr.
Krumholz, Chairman and CEO, and Michael Krumholz, President of the Company,
and through independent sales representative agencies.  The Company has
recently developed an in-house telemarketing department.

     Products
     --------

     The Company currently markets a broad line of 12-volt,
appearance-enhancing automotive accessories and related replacement parts
to electronic dealers and specialty auto stores as well as several new
categories of automotive accessories, including the following products:

     Neon Under-Car Lighting Kits:  These kits contain two or four 25mm neon
hi-impact neon light tubes.  The two-tube kit contains two three-foot  tubes
and the four-tube kit contains two three-foot and two four-foot tubes.  The
lights are available in six brilliant colors and can be attached to spring
loaded mounting brackets installed on the sides, front and back of a
vehicle.  The top surface of the tubes has chrome reflective foil for
maximum lighting effect.  The tubes are factory pre-wired for extra safety
and simplified installation.

     Neon Lite Rods: The neon light rods are suitable for exterior and
interior use on all vehicles, as well as boats.  The light rods can be
purchased in three sizes:  the WARP-8 (eight-inch tubes), the WARP-15
(fifteen-inch tubes), and the WARP-24 (twenty-four inch tubes).  Each light
rod kit contains wire, one switch, one in-line fuse and built in electronic
transformer plus hardware.  All WARP neon light rods are available in six
bright neon colors.

     Neon Shift Knobs:  The Mood Glow neon shift knobs feature a 3-way
switch, which turns the lighted knob on or off or causes it to flash.  The
shift knobs fit most standard shift vehicles, are easily installed and are
available in six bright neon colors.

     Neon License Plate Frames:  The neon license plate frames are made
from high impact optical acrylic and have a 12-volt built-in transformer.
The kits contain mounting hardware, instructions and a reversible frame for
light diffusion.  The neon license plate frames are available in eight bright
neon colors.

     Strobe Lights:  The Company's strobe lights can be used on all vehicles,
including boats, snowmobiles and all-terrain vehicles.  The strobe lights
produce an intense flash twice per second making them an excellent
emergency, safety light and back-up warning light.  They also enhance alarm
systems and can give dramatic under-car lighting effects.  The strobe lights
are available in five bright colors.

     Mini-Beam Fog Light Kits:  These kits consist of two fog lights that
feature a hi-tech, unique ion-coated lens, an 50-watt halogen bulb, a



                                  -8-
<PAGE>



compact aluminum housing, and plug-in connectors with relay, and are SAE,
DOT and E-Mark approved.  The glare free convex lens system creates a flat
beam for excellent road illumination in inclement weather.  Their lights
are offered in a blue or yellow tint.

     Mini-Beam Driving Light Kits:  These kits consist of two driving lights
that feature a hi-tech ion-coated lens, an 85-watt halogen bulb, a compact,
composite housing, and plug-in connectors with relay, and are SAE, DOT and
E-Mark approved.  The ion-coated lens increases the effectiveness of the
light source.  The lights are easily installed and fit most cars, trucks
and off-road vehicles.  The lights are offered in a blue or yellow tint.

     Neon Speaker Ring Kits:  The Company manufactures 10-inch and 12-inch
neon speaker ring kits.  Each kit contains two speaker rings with built-in
light dancer and a supersensitive switch unit which allows neon to dance to
music.  The speaker rings come in four colors.

     Light Dancer Music Interface:  This product allows any 12-volt neon
accessory to dance to music.  This kit can be installed with any under car
kit, neon tube, speaker ring assembly, antenna rod, neon shift knob, or
other neon accessory.

     Black Light:  The Company manufactures a 12-volt DC black light which
enhances the intensity of colors by making them appear to glow in the dark.
The kit consists of an 18-inch black light, switch, online fuse, and
accessory wire and hardware.

     Standard Underbody Kit:  The Company's Low Glow subsidiary manufactures
a standard underbody kit in thirteen vibrant colors.  Each kit contains two
48-inch tubes, two 32-inch tubes, mounting hardware, heavy duty on/off
switch and an efficient power supply, and is all American made.

     Radicolor Underbody Kit:  Low Glow's radicolor underbody kit is 100%
American made and combines two or more colors in the same neon tube.  The
kit consists of two 48-inch tubes, two 42-inch tubes, mounting hardware,
heavy duty on/off switch, and an American made power supply (transformer).
It is presently the only multi-color neon underbody kit on the market.

     Street Racer Racing Seats: Street Racer offers top quality adjustable
racing seats.  These seats are available in 4 color combos and left and
right side configurations. Each seat is constructed from heavy duty Nylon
mesh fabric that is wear, fade and stain resistant.  These seats have a
universal mounting pattern and universal mounting brackets are available.

     Street Racer Aero Wings (Rear Wing Spoilers):  Street Racer offers top


                                  -9-
<PAGE>


quality adjustable Aero wings.  These wings offer extreme style and control.
Street Racer Wings are designed for today's imports and domestic
applications. Each wing is paintable and available chrome accessories make
it easy to customize.

     Neon Wires:  Neon Wires add light to places where standard neon proves
impractical.  Perfect for small places and open areas.

     Pedal Pad Covers:  These slip on pedal pad covers incorporate the
latest in EL lighting technology. Each pedal has an inlayed layer of El
material powered buy a small transformer. El Pedals are available in 6
colors and 2 styles (manual or automatic).

     Management believes it understands the needs and preferences of
consumers based on a combination of its own extensive experience and the
continual input it receives from wholesales, retailers, auto enthusiasts and
others regarding new products or improvements to existing products.  The
Company remains in close contact with its wholesalers, retailers and
consumers through participation in industry trade shows and other events
in order to anticipate new trends and introduce innovative accessories in
advance of its competitors.  As a result, the Company believes it is well
positioned to introduce new products that are responsive to the needs of its
customers and ultimate consumers.

     Distribution, Sales and Marketing
     ---------------------------------

     Management is responsible for approximately 80% of the Company's sales
revenues.  In addition to the marketing and sales efforts of management, the
Company currently markets and sells its products directly through
independent sales representatives, who account for about 15% of sales
revenues, 5% of sales are attributable to internet marketing.  As of
December 31, 2001, the Company  employed sixteen (16) sales representative
agencies having in the aggregate approximately seventy (70) individual sales
representatives.  The sales representatives generally sell to customers on a
non-exclusive territorial basis.  They are paid monthly commissions averaging
approximately 5% of all orders shipped to their accounts and are free to
market products other than the Company's.  All orders for the Company's
products are processed and filled at the Company's executive offices and
warehouse located at 2301 N.W. 33rd Court, Pompano Beach, Florida.  Although
management believes that the use of independent sales representatives is an
effective method to market its products, the Company has developed its own
in-house telemarketing staff to augment the marketing efforts of the
independent sales representatives.

     All aspects of the Company's product development and advertising program



                                  -10-
<PAGE>



are done in house.  The Company's products are sold in distinctive,
full-color, bilingual clam-shell packaging designed to build brand name
recognition and to easily identify the product as being supplied by the
Company, regardless of the manufacturing source.

     The Company engages in direct consumer advertising and sells its
products through major retailers such as Target, O'Reilly Auto Parts,
Pep Boys, Trak Auto, J. C. Whitney Company, and Joe Amato's Keystone
Automotive Warehouse.  (See Notes to Financial Statements at Note 12).
The Company has export customers in Europe, Canada, South America and the
Pacific Rim.  The Company intends to seek sales agreements with other major
retailers in order to increase its product distribution and sales.

     The Company regularly exhibits at major trade shows, including the
Consumer Electronics Show and the SEMA Show held annually in Las Vegas.

     Manufacturing and Sources of Supply
     -----------------------------------

     The Company currently purchases its products from several manufacturers
based in the Far East, principally China.  The Company's Low Glow products are
manufactured in the United States.  The Company continues to maintain direct
working relationships with its manufacturers and regularly monitors their
performance.  All products are randomly tested by the Company to assure
quality and reliability.  The Company works closely with its manufacturers
to assure timely delivery of high-quality, low-cost products that meet the
Company's specifications.  By using outside manufacturers for its products,
the Company is able to minimize capital expenditures while maintaining
flexibility in response to changing production costs and market demands.

     The Company's products are manufactured according to management's
projections of product sales based on recent sales results, current economic
conditions and prior experience with manufacturing sources.  In order to be
able to quickly fill orders from customers, the Company must maintain
significant inventories.  The average lead time from the commitment to
purchase products through production and shipment ranges from approximately
30 to 45 days.  The Company acquires its products on a purchase order basis.
As is common in the industry, the Company experiences short-term inventory
shortages with respect to a limited number of products.  However, management
believes that inadequate working capital and financing lines of credit,
rather than manufacturing difficulties, have been the primary cause for
any inventory shortages.  The Company has generally experienced no material
difficulties in obtaining adequate quantities of most products from its



                                  -11-
<PAGE>



manufacturers.

     Although the Company has an excellent relationship with its
manufacturers, consistent with the general practice in the industry the
Company has no long-term contracts with these manufacturers.  The Company's
suppliers require payment of the purchase price by wire transfer upon
shipment.  None of the Company's suppliers requires letter of credit
financing.  The Company believes that it could arrange for alterative
suppliers within a reasonable time period on terms that would not be
materially different from those currently available to the Company.

     The Company currently has a $2,000,000 line of credit from Capital
Tempfunds, Inc., Charlotte, North Carolina.  The line of credit bears
interest at the rate of prime plus 2.75% and is secured by the Company's
inventory and receivables.  Additionally, the line of credit is personally
guaranteed by Spencer Krumholz, the Company's Chairman, CEO, and controlling
shareholder.  The Company used the proceeds of this line of credit to fully
satisfy the Colonial First Bank line of credit and, on a going forward basis,
to finance purchases of products from its suppliers.  The Company expects
that upon the expiration of its line of credit, the line of credit will be
renewed.
     As a substantial portion of the Company's products are manufactured in
the Far East, the availability and cost of products manufactured could be
adversely affected if political or economic conditions in this region were
to deteriorate.  The cost of the Company's products could also be affected
by the tariff structure imposed on imports or other trade policies of the
United States or other governments, which could adversely affect the
Company.  The prices for products purchased by the Company are stated in
United States dollars at the time orders are placed.  As a result, the
Company does not bear the risk of fluctuations in currency rates between
the time its products are ordered and the time they are shipped.

     Competition
     -----------

     The automotive aftermarket industry is highly fragmented and competitive.
Key competitive factors in the automotive aftermarket include the ability to
promptly fill orders from inventory, the range of unique products offered, and
the speed and cost of product delivery.  The Company intends to compete on
these bases, as well as on the bases of product quality and brand name
recognition.  The Company competes with companies involved in the
manufacture, assembly and distribution of aftermarket automotive products,
some of which companies are substantially larger and have significantly
greater resources than those of the Company.  The cost of entry into the



                                  -12-
<PAGE>



niche occupied by the Company today is rather substantial, including start-up
costs, and tooling.  In addition, many of the products that the Company
offers are purchased on an exclusive basis from outside vendors.  However,
these exclusive vendor agreements are oral rather than written and the
Company does not believe that they are enforceable.

     The Company does not believe that there is available information
published by its competitors or industry sources concerning the market share
or size of its competitors in the 12-volt electronic auto accessories market.
Accordingly, the Company is unable to determine accurately its market share
or its position among its competitors.  However, based upon its experience
in the auto accessories marketplace and discussions with retail outlets, the
Company believes that its sales, range of products, and number of wholesale
and of retail outlets make it one of the principal competitors in its market.
The Company's principal competitors are American Auto Accessories in New
York; Street Glow, Inc., in New Jersey; and Toucan Industries, Inc., and
Quest Industries, in Florida.

     Trademarks
     ----------

     In the course of its business, the Company employs, and intends to
increase the usage of, various trademarks, trade names and service marks,
including its logo, in the packaging and advertising of its products.  The
Company believes that the use of service marks, trademarks and trade names
are of considerable value and importance to its business and intends to
continue to protect and promote its marks as appropriate.  The Company's
Liteglow  and Low Glow , Street Race  trademarks are registered with the
United States Patent and Trademark Office.  The Company believes that its
trademarks and the associated recognition, reputation and customer loyalty
will contribute to the success of the Company's business.

     Regulation
     ----------

     Certain of the Company's operations are subject to governmental
regulations.  Compliance with federal, state, local and foreign laws and
regulations has not had, and is not anticipated to have, a material adverse
effect on the business of the Company.  The Company believes that it is in
material compliance with all such regulations, and is not aware of any
regulatory initiatives that areas expected to have a material adverse
affect on the business.

     Occasionally the Company had been made aware by a consumer that a state
or local motor vehicle law has been interpreted and enforced to restrict or
prohibit the use of a specialty light installed in a particular vehicle.  In


                                  -13-
<PAGE>



virtually all states, however, the installation of specialty lights on
vehicles is not prohibited.  The Company believes that the only states
placing restriction on the use of specialty lights are Virginia, which
restricts lights mounted on the front and rear of vehicles and Michigan,
which restricts lights mounted on vehicle undercarriages.  The Company does
not believe these restrictions to have any material impact on sales.

     Employees
     ---------

     As of December 31, 2001, the Company employed thirty-eight (38)
persons, all of whom are based at the Company's headquarters facility in
Pompano Beach.  The Company's employees are not represented by a union and
the Company believes that its relations with its employees are good.


ITEM 2.   DESCRIPTION OF PROPERTY
          -----------------------

     The Company leases approximately 32,920 square feet of office and
warehouse space within a 500,000 square foot industrial park located at
2301 N.W. 33rd Court, Pompano Beach, Florida 33069.


ITEM 3.   LEGAL PROCEEDINGS
          -----------------

     The Company is a party to the following legal proceedings.

     In April 1999, Ronald Basoff d/b/a B&B Associates sued Liteglow
Industries, Inc., and Spencer Krumholz in Los Angeles County, California,
Superior Court.  In May 1999, the Company sued Basoff, individually, and
B&B Associates, and his brother, David Basoff, in the same court.  Both
actions arose out of the Company's 1998 acquisition of Basoff's automobile
accessories business, B&B Associates.  The Los Angeles County Superior Court
ordered arbitration of both matters in Fort Lauderdale, Florida, in accordance
with the terms of the original asset purchase agreement between Liteglow
Industries of California, Inc. and Basoff.  All pending litigation was
settled in favor of the Company.  The Company's note in favor of Basoff
was cancelled and the Company received a settlement payment from Basoff
in the amount of $35,000.  (See Notes to Financial Statements at Note 3.)

     The Company is a party to routine litigation incidental to its business
from time-to-time.


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

     No matter was submitted to a vote of security holders during the fourth
quarter of calendar year 2001.



                                  -14-
<PAGE>




                                  PART II


ITEM 5.   MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
          --------------------------------------------------------

     The Company's Common Stock is traded on the NASD OTC Bulletin Board
under the symbol LTGL.

     The following bid quotations have been reported for the period which
began January 1, 2000, and ended December 31, 2001.


Period                                        High      Low
------                                        -----    -----

2000:
-----

First Quarter - March 31, 2000                .4375     .35
Second Quarter - June 30, 2000                .1875     .125
Third Quarter - September 30, 2000            .1875     .10
Fourth Quarter - December 31, 2000            .0625     .0625

2001:
-----

First Quarter - March 31, 2001                .0625     .0625
Second Quarter - June 30, 2001                .06       .06
Third Quarter - September 30, 2001            .07       .07
Fourth Quarter - December 31, 2001            .17       .16

2002:
-----

First Quarter (thru March 26, 2002)           .14       .14


     Such quotations reflect inter-dealer prices, without retail mark-up,
mark-down or commission.  Such quotes are not necessarily representative of
actual transactions or of the value of the Company's securities, and are in
all likelihood not based upon any recognized criteria of securities
valuation as used in the investment banking community.

     The Company has been advised that fifteen (15) member firms of the NASD
are currently acting as market makers for the common stock.

     As of March 26, 2002, there were 279 holders of record of the Company's
common stock.  Certain of the shares of common stock are held in "street"
name and may, therefore, be held by several beneficial owners.

     As of March 26, 2002, there were 3,930,082 shares of common stock



                                  -15-
<PAGE>



issued and outstanding.  Of those shares, 286,165 shares are "restricted"
securities of the Company within the meaning of Rule 144(a)(3) promulgated
under the Securities Act of 1933, as amended, because such shares were
issued and sold by the Company in private transactions not involving a
public offering. Of these restricted securities, 169,587 shares held by
affiliates may be sold pursuant to a registration statement or pursuant to
Rule 144.

     In general, under Rule 144, as currently in effect, subject to the
satisfaction of certain other conditions, a person, including an affiliate
of the Company (in general, a person who has a control relationship with the
company) who has owned restricted securities of common stock beneficially for
at least one year is entitled to sell, within any three-month period, that
number of shares of a class of securities that does not exceed the greater
of (i) one percent (1%) of the shares of that class then outstanding or, if
the common stock is quoted on NASDAQ, (ii) the average weekly trading volume
of that class during the four calendar weeks preceding such sale.  A person
who has not been an affiliate of the company for at least the three months
immediately preceding the sale and has beneficially owned shares of common
stock for at least two (2) years is entitled to sell such shares under Rule
144 without regard to any of the limitations described above.

     No prediction can be made as to the effect, if any, that future sales
of shares of common stock or the availability of common stock for future
sale will have on the market price of the common stock prevailing from
time-to-time.  Sales of substantial amounts of common stock on the public
market could adversely affect the prevailing market price of the common
stock.

     The Company has never paid a cash dividend on its common stock.  The
payment of dividends may be made at the discretion of the Board of Directors
of the Company and will depend upon, among other things, the Company's
operations, its capital requirements, and its overall financial condition.


ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
         ---------------------------------------------------------

Years Ended December 31, 2001 and 2000

     The following discussion and analysis should be read in conjunction
with the Financial Statements appearing elsewhere in the Report on Form
10-KSB.

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

     Sales and Cost of Sales



                                  -16-
<PAGE>



     Net sales for the year ended December 31, 2001 increased to $6,581,321
compared to $4,344,405 for the year ended December 31, 2000.  The increased
revenues for the year ended December 31, 2001 was attributed primarily to
the combination of increasing the line of credit from $400,000 to $2,000,000,
which enabled the Company to obtain more inventory, and by obtaining new
customers that have multiple store locations and consequently order
significantly more quantities.  Accordingly, with the increase in sales,
the gross profit increased from $2,003,764 for the year ended December 31,
2000 to $3,358,665 for the year ended December 31, 2001.  In addition, the
gross profit margins increased for the year ended December 31, 2001 to 51%
compared a gross profit margin of 47% for the year ended December 31, 2000.

General and administrative expenses

     The Company's selling, general and administrative expenses increased
from $2,811,918 to $2,933,002 for the years ended December 31, 2000 and 2001,
respectively.  Most expenses were comparable in 2001 to 2000 with the
exception of salaries and wages paid to the Company's chairman and CEO
which increased from $140,000 in 2000 to $318,500 in 2001.

Income from operations

     Operating income for the year ended December 31, 2001 was $425,663
compared to an operating loss of $808,154 as a result of the increased sales,
increased gross profit margins, and selling, general and administrative
expenses being relatively flat compared to the year before.  Net income for
the year ended December 31, 2001 was $413,794 compared to a net loss of
$904,661 for the year ended December 31, 2000.  The increased net income
is a result of the items discussed above along with a lawsuit settlement of
$132,606 relating to a prior acquisition.

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

     Total current assets increased to $2,406,316 at December 31, 2001, from
$1,273,416 at December 31, 2000, primarily as a result of increasing its
inventory and having increased accounts receivable.  The Company's total
assets increased to $2,871,006 at December 31, 2001 from $1,714,320 at
December 31, 2000, primarily as a result of increased current assets.

     The Company's accounts payable decreased to $622,911 at December 31,
2001 from $924,602 at December 31, 2000, substantially as a result of its
profitability and the cash available from its line of credit.  The line of
credit increased to $1,451,162 at December 31, 2001 from $398,667 at
December 31, 2000, primarily due to utilizing the availability of the




                                  -17-
<PAGE>



line of credit to pay its vendors from a past due position at the beginning
of the year to maintaining current positions with its vendors.  In addition,
the increased inventory increased the amounts carried with some of its
suppliers.  Current maturities of notes payable decreased to $9,228 at
December 31, 2001 from $105,807 at December 31, 2000, primarily due to the
sale of certain financed assets and from the release of liability of certain
acquisition debt relating to B&B Associates.

Total current liabilities increased to $2,455,999 at December 31, 2001
compared to $1,671,997 at December 31, 2000, primarily due to the change in
accounts payable, and increase in the line of credit.

     The Company had net cash used for operations of $900,082 compared to
$160,839 for the years ended December 31, 2001 and 2000, respectively.  The
Company had net cash provided by financing activities of $891,814 compared
to $76,294 for the years ended December 31, 2001 and 2000 respectively.  The
increase in cash provided from financing activities is primarily the result
of the Company obtaining a $2,000,000 line of credit.

     The Company has taken the initiative to protect its assets by obtaining
credit insurance for its customers.  By complying with the terms of the
policy, the Company has limited its bad debt exposure on its sales to their
customers.  In addition, the Company is seeking to modify the loan with its
lender to increase the availability of the line of credit to accommodate the
increased levels of inventory that it must now carry in order to service its
customers.  In March 2002 the Company relocated its manufacturing facility
to its main offices in order to more closely control manufacturing costs
and to increase productivity.

     In addition, the Company believes that its results will continue to be
subject to: prevailing economic conditions, over which it has no control; to
competition; and to the quality of its relationships with its suppliers and
customers.  The Company anticipates that it will be able to compete
effectively in the automotive accessories market through the merchandising
and improvement of its existing products and the development of new
products.  The Company continues to develop new manufacturing sources to
improve the quality and cost of its products.

Cautionary statements regarding forward looking statements
----------------------------------------------------------

     Statements in this Annual Report on Form 10-KSB under the caption
"Management's Discussion and Analysis of Financial Condition and Results of
Operations," as well as in Liteglow Industries, Inc., press releases or oral
statements that may be make by Liteglow Industries, Inc., or by its officers,



                                  -18-
<PAGE>



directors or employees, that are not historical fact constitute "forward-
looking statements".  Such forward-looking statements involve known and
unknown risks, uncertainties and other factors that could cause the actual
results of Liteglow Industries, Inc. to be materially different for the
historical results, or from any results expressed or implied by such
forward-looking statements.  Factors that might cause such a difference
include, without limitation, the information set forth below.  In addition
to statements labeled with the terms "believes", "belief", "expects",
"plans" or "anticipates" should be considered uncertain and forward-looking.
All cautionary statements made in this Report should be read as  being
applicable to all related forward-looking statements wherever they may appear.


ITEM 7.   FINANCIAL STATEMENTS
          --------------------

     The financial statements required pursuant to this Item 7 are included
in this Form 10-KSB as a separate section commencing on page F-1 and are
hereby incorporated by reference into this Item 7.


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

   No change or disagreement with accountants took place with respect to the
preparation of the Company's financial statements for the two (2) most recent
fiscal years contained in this report, namely the fiscal years ended
December 31, 2001 and 2000.


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

     The following sets forth the names and ages of the Company's officers
and directors.  The directors of the Company are elected annually by the
shareholders, and the officers are appointed annually by the board of
directors.

Name                Age       Position
----                ---       --------

Spencer Krumholz    57        Chairman of the Board and
                              Chief Executive Officer

Michael Krumholz    29        President

Arlene Krumholz     57        Vice President and Secretary

Avi Avram           47        Vice President of Manufacturing



                                  -19-
<PAGE>



     Spencer Krumholz has been Chairman and Chief Executive Officer of the
Company and its predecessor since 1994.  Mr. Krumholz founded K&S Speed
Shop, which sold high performance and specialty automotive parts, in Long
Island, New York, in 1961 and was its president from that time until 1972.
In 1973, he founded Specialty Representatives, Inc., a sales representative
agency which marketed and sold basic automotive accessories to major
chains.  Mr. Krumholz founded Tech Guard Industries, Ltd., in 1984 to
market and sell a two-wire remote car alarm system, and served as the
president of that company until 1990.  In June 1991 Mr. Krumholz founded
Koolglow Industries, Inc., to market and sell neon license plate frames.
In December 1992 Mr. Krumholz sold Koolglow Industries, Inc., to Bluechip
Computerware, a NASDAQ company.

     Michael Krumholz joined the Company in 1997 as Vice President of Sales
and Marketing upon graduation from college.  Since 2000, Mr. Krumholz has
served as President of the Company. He has a Masters Degree in sports
marketing from the University of Miami.  Mr. Krumholz works with and trains
the Company's sales representatives.

     Arlene Krumholz has been an officer and director of the Company and its
predecessor, Liteglow Industries, Inc., a Florida corporation, since 1994.

     Avi Avram joined the Company in March 2002 as Vice President of
Manufacturing.  Prior to joining the Company, from 1989 to 2002, Mr. Avram
was the sole shareholder and President of Neon Place, Inc., a manufacturer of
neon signs.  Mr. Amram earned his high school diploma in Israel in 1982, and
was certified and worked as an emergency medical technician in Israel from
1977 to 1985.  Mr. Avram served in the Israeli army from 1974 to 1977
attaining the rank of sergeant.

Board of Directors
------------------

     Directors are elected annually and hold office until the next annual
meeting of the shareholders of the Company or until their successors are
elected and qualify.  Officers serve at the discretion of the Board of
Directors.  The Company does not pay any cash compensation for attendance
at directors meetings or participation at directors functions.

     The Company's By-Laws eliminate the personal liability of officers and
directors to the fullest extent permitted by Delaware Law.  The effect of
such provision is to require the Company to indemnify the officers and
directors of the Company for any claim arising against such persons in
their official capacities if such person acted in good faith and in a
manner that he reasonably believed to be in or not opposed to the best



                                  -20-
<PAGE>



interests of the Company, and, with respect to any criminal action or
proceeding, had no reasonable cause to believe his conduct was lawful.

    There are no committees of the Board, which acts as the full Board with
respect to any matter.  No director receives any compensation for serving as
a member of the Board of Directors.

     No compensation is paid to any director, as such, for his or her
services, but, by resolution of the Board of Directors, a fixed sum or
expense for actual attendance at each regular or special meeting by the
Board may be authorized.

Compliance with Section 16(a) of the Exchange Act
-------------------------------------------------

     Based solely on a review of Forms 4 and 5 furnished to the Company and
filed with the Securities and Exchange Commission under Rule 16a-3(e)
promulgated under the Securities Exchange Act of 1934, the Company believes
that all directors, officers and beneficial owners of more than 10% of any
class of equity securities filed on a timely basis the reports required by
Section 16(a) of the Exchange Act during the most recent fiscal year.

ITEM 10.  EXECUTIVE COMPENSATION
          ----------------------

     The following tables and notes present for the three years ended
December 31, 2001, the compensation paid by the Company to the Company's
chief executive officer. No other executive officer of the Company received
compensation which exceeded $100,000 during any of the three years ended
December 31, 2001.


<TABLE>
<CAPTION>

                        SUMMARY COMPENSATION TABLE
                        --------------------------
                                  Annual Compensation                Long Term Compensation
                         --------------------------------------     ----------------------------
                                                                                Awards                  Payments
                                                                        -----------------------   ----------------------
                                                                        Restricted  Securities
Name of Individual                                      Other Annual    Stock       Underlying/    LTIP     All Other
and Principal Position   Year   Salary        Bonus    Compensation(1)  Award(s)    Options/SARs   Payouts  Compensation
----------------------   ----   ------        -----    ---------------  --------    ------------   -------  ------------
<S>                      <C>    <C>         <C>         <C>             <C>         <C>            <C>      <C>

Spencer Krumholz         2001   $156,000    $162,500       -0-             -0-        -0-           -0-        -0-
  Chairman & CEO         2000   $140,000      -0-          -0-             -0-        -0-           -0-        -0-
                         1999   $105,700      -0-          -0-             -0-        -0-           -0-        -0-
Michael  Krumholz
  President              2001   $104,500      -0-          -0-             -0-        -0-           -0-        -0-
                         2000   $-0-          -0-          -0-             -0-        -0-           -0-        -0-
                         1999   $-0-          -0-          -0-             -0-        -0-           -0-        -0-
_______________

</TABLE>



                                  -21-
<PAGE>


ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
          --------------------------------------------------------------

     The table below sets forth information with respect to the beneficial
ownership of the Common Stock by (i) each of the directors of the Company,
(ii) each person known by the Company to be the beneficial owner of five
percent or more of the outstanding Common Stock, and (iii) all executive
officers and directors as a group, as of December 31, 2001.  Unless
otherwise indicated, the Company believes that the beneficial owner has
sole voting and investment power over such shares.


Name and Address of          Number of Shares             Percentage
Beneficial Owner             of Beneficially Owned      Ownership of Class
-------------------          ---------------------      ------------------

Spencer Krumholz(1)(2)(3)          5,087,918                 56.98%
2301 NW 33rd Court #104
Pompano Beach, FL 33069

Arlene Krumholz(1)(3)                 79,168                   .89%
2301 NW 33rd Court #104
Pompano Beach, FL 33069

Michael Krumholz(4)                    1,667                   .02%
2301 NW 33rd Court #104
Pompano Beach, FL 33069

Avi Avram(5)                             -0-                 -0-
2301 NW 33rd Court #104
Pompano Beach, FL 33069

All Executive Officers             5,168,753                 57.89%
and Directors as a group
(3 persons)(2)
____________________________

     (1)  Officer and Director.
     (2)  Pursuant to Rule 13d-3, includes 5,000,000 shares of Common Stock
          into which Mr. Krumholz's 1,000,000 shares of Preferred Stock are
          convertible.
     (3)  Spencer Krumholz and Arlene Krumholz are husband and wife.  Mrs.
          Krumholz disclaims beneficial ownership of her husband's shares
          of both Common and Preferred Stock.
     (4)  Officer.  Michael Krumholz is the son of Spencer and Arlene
          Krumholz.
     (5)  Officer.
____________________________



                                  -22-
<PAGE>




     The Company has authorized, issued and outstanding 1,000,000 shares of
preferred stock, all of which are designated Series A Convertible Preferred
Stock and are owned of record and beneficially by Spencer Krumholz.


ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
          ----------------------------------------------

     In March, 2001, Spencer Krumholz, Chairman and CEO of the Company,
personally guaranteed the Company's $2,000,000 revolving line of credit
with Capital Tempfunds, Inc.

     In October, 2001, the Company purchased 344,872 shares of the
Company's common stock for $33,673, an average of $.09 per share.  The C
ompany cancelled all the shares.


                                 PART III
                                 --------


ITEM 13.  EXHIBITS, LIST AND REPORTS ON FORM 8-K
          --------------------------------------

(a)  Exhibits

Exhibit No.    Description
-----------    -----------

2.1            Plan and Agreement of Merger*
3.1            Articles of Incorporation, as amended*
3.2            By-Laws*
4.1            Form of common stock certificate*
4.2            Form of preferred stock certificate*
10.1           Merger Agreement and Plan of Reorganization dated
               October 10, 1997, by and among KJK Marketing, Inc.,
               Liteglow Industries, Inc., Liteglow Acquisition Corp.,
               and Keith and Judith Kowatch (without exhibits)*
10.2           Asset Purchase Agreement dated September 15, 1998, by
               and between Ronald Basoff individually and d/b/a B&B
               Associates, and Liteglow Industries of California, Inc.
               (without exhibits)*
10.3           Business Consulting Agreement dated November 11, 1999,
               between Xcel Associates, Inc., and Liteglow Industries, Inc.*
10.4           Avi Avram Employment Contract
18             Letter of No Disagreement from Daszkal, Bolton, Manela,
               Devlin & Co.**



* Included in Form 10-SB filed August 19, 1999.



                                  -23-
<PAGE>


** Included in Form 10-KSB filed for the period ended 12/31/00.

     (b)  During the quarter ended December 31, 2001, and through the date
          of the filing of this Form 10-KSB, the Company filed no reports on
          Form 8-K.


                                  -24-
<PAGE>



                                 SIGNATURES

     In accordance with Section 13 or 15(d) of the Securities Exchange Act
of 1934, the Registrant caused this Annual Report and any subsequent
amendments thereto to be signed on its behalf by the undersigned, thereunto
duly authorized.

                                   LITEGLOW INDUSTRIES, INC.


Dated: May 21, 2002             By:/s/ Spencer Krumholz
                                   ---------------------
                                   Spencer Krumholz
                                   Chairman & CEO

Pursuant to the requirements of the Securities Act of 1934, this Annual
Report has been signed below by the following persons in their respective
capacities with the Registrant and on the dates indicated.

     Signature                Title               Date
     ---------                -----               ----

/s/Spencer Krumholz
-------------------           Chairman of the     May 21, 2002
Spencer Krumholz              Board, Chief
                              Executive Officer
                              and Director

/s/Michael Krumholz
-------------------           President and       May 21, 2002
Michael Krumholz              Director


/s/Arlene Krumholz
-------------------           Vice President,     May 21, 2002
Arlene Krumholz               Secretary and
                              Director



<PAGE>                              -24-



                              SEC FILE NO. 0-7087



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

                                 EXHIBITS

                                   TO

                               FORM 10-KSB

              ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                OF THE SECURITIES EXCHANGE ACT OF 1934

                        _______________________________

                FOR THE FISCAL YEAR ENDED DECEMBER 31, 2001

                                     OF

                          LITEGLOW INDUSTRIES, INC.



<PAGE>







                           LITEGLOW INDUSTRIES, INC.
                             FINANCIAL STATEMENTS

                   Years Ended December 31, 2001 and 2000
                                      and
                       Report of Independent Auditors





<PAGE>



                       INDEX TO FINANCIAL STATEMENTS



LITEGLOW INDUSTRIES, INC.

Independent Auditor's Report                                           F-2

Balance Sheets - December 31, 2001 and 2000                            F-3

Statements of Operations - Years ended                                 F-5
    December 31, 2001 and 2000

Statements of Stockholders' Equity (Deficit)-
    Years ended December 31, 2001 and 2000                             F-6

Statements of Cash Flows - Years ended December 31, 2001
    and 2000                                                           F-7

Notes to financial statements                                          F-8









                              F-1
<PAGE>






                 INDEPENDENT AUDITOR'S REPORT


To the Shareholders and
  Board of Directors
Liteglow Industries, Inc.

We have audited the accompanying balance sheets of Liteglow
Industries, Inc. as of December 31, 2001 and 2000 and the related
statements of operations, stockholders' equity (deficit) and cash
flows for the years then ended.  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 of America.  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 Liteglow
Industries, Inc. as of December 31, 2001 and 2000 and the results of
its operations and cash flows for the years then ended in conformity
with accounting principles generally accepted in the United States of
America.






                                  /s/ Margolies, Fink  and Wichrowski

March 13, 2002
Pompano Beach, Florida





                              F-2

<PAGE>


                    LITEGLOW INDUSTRIES, INC.
                        BALANCE SHEETS
                   DECEMBER 31, 2001 AND 2000


<TABLE>
<CAPTION>
                             ASSETS

                                                    2001             2000
                                                -----------      -----------
<S>                                             <C>              <C>
Current assets:
  Cash and cash equivalents                     $     2,012      $    17,393
  Accounts receivable, net                        1,252,533          550,988
  Inventory, net                                  1,073,530          639,804
  Prepaid expenses                                   78,241           65,231
                                                -----------      -----------
          Total current assets                    2,406,316        1,273,416
                                                -----------      -----------

Property and equipment, net                         231,649          216,941

Goodwill, net                                       175,660          186,812
Loan costs, net                                      12,000
Deposits                                             45,381           37,151
                                                -----------      -----------
                                                $ 2,871,006      $ 1,714,320
                                                ===========      ===========

</TABLE>












                   The accompanying notes are an
            integral part of these financial statements


                              F-3
<PAGE>

                    LITEGLOW INDUSTRIES, INC.
                        BALANCE SHEETS
                   DECEMBER 31, 2001 AND 2000


<TABLE>
<CAPTION>

    LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

                                                    2001             2000
                                                -----------      -----------
<S>                                             <C>              <C>
Current liabilities:
  Current maturities of long-term debt          $     9,228      $   105,807
  Current maturities of capital leases               31,241           21,371
  Line-of-credit                                  1,451,162          398,667
  Accounts payable                                  622,911          924,602
  Accrued liabilities                               218,107           41,100
  Loans payable - stockholder                       123,350          180,450
                                                -----------      -----------
          Total current liabilities               2,455,999        1,671,997
                                                -----------      -----------

Long-tem liabilities
  Long-term debt net current maturities              13,512           26,468
  Capital leases payable, net of current
    maturities                                       53,170           47,751
                                                -----------      -----------
          Total long-term liabilities                66,682           74,219
                                                -----------      -----------

          Total liabilities                       2,522,681        1,746,216
                                                -----------      -----------

Stockholders' equity (deficit):
  Convertible preferred stock, Series A,
    $.001 par value, authorized 1,000,000
    shares, issued and outstanding
    1,000,000 in 2001 and 2000 respectively           1,000            1,000
  Common stock $.001 par value, authorized
    10,000,000 shares, issued and
    outstanding 3,930,082 in 2001 and
    4,273,287 in 2000                                 3,930            4,273
  Additional paid-in capital                      3,380,642        3,413,872
  Retained deficit                               (3,037,247)      (3,451,041)
                                                -----------      -----------
          Total stockholders' equity
            (deficit)                               348,325          (31,896)
                                                -----------      -----------
                                                $ 2,871,006      $ 1,714,320
                                                ===========      ===========

</TABLE>









                     The accompanying notes are an
             integral part of these financial statements


                              F-4

<PAGE>


                     LITEGLOW INDUSTRIES, INC.
                     STATEMENTS OF OPERATIONS
              YEARS ENDED DECEMBER 31, 2001 AND 2000

<TABLE>
<CAPTION>
                                                    2001             2000
                                                -----------      -----------
<S>                                             <C>              <C>
Revenues                                        $ 6,581,321      $ 4,344,405
Cost of sales                                     3,222,656        2,340,641
                                                -----------      -----------
Gross profit                                      3,358,665        2,003,764

Selling, general and administrative expenses:     2,933,002        2,811,918
                                                -----------      -----------

Operating income (loss)                             425,663         (808,154)
                                                -----------      -----------

Other income (expenses):
  Interest expense                                 (148,897)         (77,157)
  Other income (expenses)                             1,206           (1,247)
  Lawsuit settlement                                132,606
  Gain on disposal of assets                          3,216                -
                                                -----------      -----------
        Total other expenses                        (11,869)         (78,404)
                                                -----------      -----------

Income (loss) before income taxes                   413,794         (886,558)

Provision for income taxes                                -          (18,103)
                                                -----------      -----------
Net income (loss)                               $   413,794      $  (904,661)
                                                ===========      ===========
Net income (loss) per share:
  Basic:
      Net basic income (loss) per share         $       .10      $     (0.21)
                                                -----------      -----------
  Diluted:
      Net diluted income (loss) per share       $       .05      $     (0.21)
                                                -----------      -----------
Weighted average common shares outstanding
   Basic                                          4,201,671        4,273,287
                                                ===========      ===========

   Diluted                                        9,201,671        4,273,287
                                                ===========      ===========
</TABLE>







                      The accompanying notes are an
             integral part of these financial statements


                              F-5

<PAGE>


                     LITEGLOW INDUSTRIES, INC.
            STATEMENT OF STOCKHOLDERS EQUITY (DEFICIT)
              YEARS ENDED DECEMBER 31, 2001 AND 2000


<TABLE>
<CAPTION>


                                       Preferred    Stock        Common Stock         Additional
                                       Number of     Par       Number of      Par     paid-in       Retained
                                       Shares       Value      Shares         Value   Capital       (deficit)        Total
                                       ---------    -----      ---------    --------  ----------    ---------     -----------
<S>                                    <C>          <C>        <C>          <C>       <C>           <C>           <C>

Balance, December 31, 1999             1,000,000    $ 1,000    4,273,287    $  4,273  $3,376,538    $(2,546,380)  $   835,431

Deferred compensation for services                                                        37,334                       37,334

  Net loss                                  -             -             -          -           -       (904,661)     (904,661)
                                       ---------    -------     ---------    -------  ----------    -----------    ----------
Balance, December 31, 2000             1,000,000      1,000     4,273,287      4,273   3,413,872     (3,451,041)      (31,896)

Purchase and cancellation
  of treasury stock                                              (344,872)      (345)    (33,328)                     (33,673)

Stock compensation                                                  1,667          2          98                          100

  Net income                                   -          -             -          -           -        413,794       413,794
                                       ---------    -------     ---------    -------  ----------    -----------    ----------
Balance, December 31, 2001             1,000,000    $ 1,000     3,930,082    $ 3,930  $3,380,642    $(3,037,247)   $  348,325
                                       =========    =======     =========    =======  ==========    ===========    ==========

</TABLE>





                    The accompanying notes are an
             integral part of these financial statements


                               F-6
<PAGE>


                   LITEGLOW INDUSTRIES, INC.
                    STATEMENT OF CASH FLOWS
            YEARS ENDED DECEMBER 31, 2001 AND 2000


<TABLE>
<CAPTION>
                                                         2001             2000
                                                     -----------      -----------
<S>                                                  <C>              <C>
Cash flows from operating activities:
    Net income (loss)                                $   413,794      $  (904,661)

Adjustments to reconcile net income to net
  cash provided by (used for) operating activities:
    Depreciation and amortization                         89,538           73,630
    Deferred income taxes                                                  18,103
    Non-cash compensation                                    100
    Gain on disposal of equipment                         (3,216)
    Settlement of debt                                   (85,000)
    Allowance for doubtful accounts                       (8,908)          (4,718)
    Allowance for inventory obsolescence                 (46,011)         (69,942)
    Reserve for returns                                  150,000
Changes in assets and liabilities:
    Accounts receivable                                 (692,637)          25,004
    Inventory                                           (387,715)          90,166
    Prepaid expenses and other assets                    (55,343)          71,606
    Accounts payable and accrued expenses               (274,684)         539,973
                                                     -----------      -----------
Total adjustments                                     (1,313,876)         743,822
                                                     -----------      -----------

Net cash used for operations                            (900,082)        (160,839)
                                                     -----------      -----------

Net cash used in investing activities:
  Proceeds from sale of equipment                         54,260
  Purchase of equipment                                  (61,373)         (10,067)
                                                     -----------      -----------
    Net cash used for investing activities                (7,113)         (10,067)
                                                     -----------      -----------

Cash flows from (used in) financing activities
  Repayment of notes payable & capital leases            (69,908)         (95,973)
  Loans from stockholders                                (57,100)         172,267
  Proceeds from line of credit, net                    1,052,495
  Purchase of treasury stock                             (33,673)               -
                                                     -----------      -----------
    Net cash provided by financing activities            891,814           76,294
                                                     -----------      -----------

Net decrease in cash and cash equivalents                (15,381)         (94,612)

Cash and cash equivalents, beginning of period            17,393          112,005
                                                     -----------      -----------

Cash and cash equivalents, end of period             $     2,012      $    17,393
                                                     ===========      ===========

</TABLE>




                  The accompanying notes are an
           integral part of these financial statements



                              F-7
<PAGE>

                    LITEGLOW INDUSTRIES, INC.
                  NOTES TO FINANCIAL STATEMENTS


1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and nature of business

Liteglow Industries, Inc. (the "Company") was incorporated April 25,
1984, in the State of Utah. The Company primarily engages in the
business of designing, manufacturing and marketing a diverse line of
automotive aftermarket accessory and specialty products.

Cash equivalents

Cash equivalents are short-term, highly liquid investments readily
convertible to known amounts of cash and so near their maturity that
they present insignificant risk of changes in value because of changes
in interest rates.

Accounts receivable

Accounts receivables are recorded net of an allowance for doubtful
accounts of $20,000 and $28,908 for December 31, 2001 and 2000,
respectively.  The Company sells its products to a wide variety of
customers and monitors its exposure to credit losses and maintains
allowances for anticipated losses considered necessary under the
circumstances.

Inventory

Inventory primarily consists of merchandise held for sale and is
stated at the lower of cost or market, with cost determined on the
first-in, first-out (FIFO) basis.  At December 31, 2001 and 2000 a
valuation allowance of $50,000 and $96,011, respectively, was included
in ending inventory.

Property and equipment

Property and equipment are stated at cost. Depreciation and
amortization are computed using the straight-line method over the
estimated useful lives of the assets.

Goodwill

Goodwill of $223,050, net of $47,390 of amortization, represents the
amount by which the purchase price of businesses acquired exceeds the
fair market value of their net assets under the purchase method of
accounting. Goodwill has been amortized on a straight-line basis over
20 years. The Company continues to evaluate the carrying value of
goodwill and other intangible assets to determine whether any
impairment has occurred in the value of such assets. Impairments are
recognized when the present value of the future cash flow is less than
the carrying value of goodwill. Amortization expense for both of the
years ended December 31, 2001 and 2000 was $11,152.




                             F-8

<PAGE>


                   LITEGLOW INDUSTRIES, INC.
          NOTES TO FINANCIAL STATEMENTS (Continued)


1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Advertising

Advertising costs are expensed when incurred. The advertising cost
incurred for the years ended December 31, 2001 and 2000 was $178,004
and $103,117, respectively.

Revenue recognition

The Company recognizes income and expenses when the merchandise is
shipped.  At December 31, 2001 an allowance for estimated returns in
the amount of $150,000 was provided.

Income taxes

The Company accounts for income taxes according to Statement of
Financial Accounting Standard No. 109 "Accounting for Income Taxes"
which requires an asset and liability approach to financial accounting
for income taxes.  Deferred income tax assets and liabilities are
computed annually for the difference between the financial statement
and tax bases of assets and liabilities that will result in taxable or
deductible amounts in the future, based on enacted tax laws and rates
applicable to the periods in which the differences are expected to
affect taxable income.  Valuation allowances are established when
necessary to reduce deferred tax assets to the amount expected to be
realized.  Income tax expense is the tax payable or refundable for the
period, plus or minus the change during the period in deferred tax
assets and liabilities.

Net income (loss) per share

Net income (loss) per share is determined by dividing net income
(loss) by the weighted average common shares outstanding.  The Company
has adopted Statement of Financial Accounting Standards (SFAS) No.
128, "Earnings Per Share" which simplifies the accounting for earnings
per share by presenting basic earnings per share including only
outstanding common stock and diluted earnings per share including the
effect of dilutive common stock equivalents.  Convertible preferred
shares outstanding are common stock equivalents and are included in
the calculation of earnings per share to the extent they are dilutive
using the treasury stock method in 2001. The Company's basic and
diluted earnings per share are the same in 2000, as the Company's
common stock equivalents are anti-dilutive.

Use of estimates

The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions.  These assumptions, if not realized, could affect the
reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenue and expenses during the
reporting period.  Actual results could differ from those estimates.



                              F-9

<PAGE>


                   LITEGLOW INDUSTRIES, INC.
           NOTES TO FINANCIAL STATEMENTS (Continued)


1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Fair value of financial instruments

The Company's financial instruments, primarily consisting of cash and
cash equivalents, investments, accounts receivable, accounts payable,
bank line of credit payable, loans payable-stockholder, and long-term
debt, approximate fair value due to their short-term nature or
interest rates that approximate market.

Impairment of long-lived assets

In the event that facts and circumstances indicate the carrying value
of long lived assets, including associated intangibles, may be
impaired, an evaluation of recoverability is performed by comparing
the estimated future undiscounted cash flows associated with the
asset, to the assets' carrying amount, to determine if a write down to
market value or discounted cash flows is required.

Stock based compensation

Statement of Financial Accounting Standard No. 123 ("SFAS 123")
"Accounting for Stock Based Compensation" is effective for fiscal
years beginning after December 15, 1995.  SFAS 123 provides companies
with a choice to follow the provisions of SFAS 123 in the
determination of stock based compensation expense, or to continue with
the provisions of APB 25, " Accounting for Stock issued to employees".
The Company has elected to follow APB 25 and will provide pro forma
disclosure as required by SFAS 123 in the notes to the financial
statements.


2.	PROPERTY AND EQUIPMENT

Property and equipment consists of the following at December 31, 2001
and 2000:

<TABLE>
<CAPTION>
                                     2001          2000
                                  ---------     ----------
<S>                               <C>           <C>
Vehicles                          $  21,658     $   79,849
Machinery and equipment             363,039        268,744
Furniture and fixtures                5,041          5,041
Leasehold improvements               13,052          6,970
                                  ---------     ----------
                                    402,790        360,604
Less: accumulated depreciation
  and amortization                 (171,141)      (143,663)
                                  ---------     ----------
Property and equipment, net       $ 231,649     $  216,941
                                  =========     ==========
</TABLE>


Depreciation and amortization expense for the years ended December 31,
2001 and 2000 was $56,283 and $62,488 respectively.


                               F-10

<PAGE>


                      LITEGLOW INDUSTRIES, INC.
              NOTES TO FINANCIAL STATEMENTS (Continued)


3.   LONG-TERM DEBT

Long-term debt consists of the following at December 31, 2001 and
2000:

<TABLE>
<CAPTION>
                                                 2001        2000
                                              ---------   ----------
<S>                                           <C>         <C>
Note payable, monthly payments of $333,
  including interest at 10.9%, due
  April 2002                                  $   1,591   $    5,129

Note payable, monthly payments of $182,
  including interest at 12.9%,
  due May 2002                                      882        2,814

Note payable, monthly payments of $781,
  including interest at 8.3%,
  paid in full.                                               27,198

Note payable, monthly payments of $621,
  including interest at 8%, paid
  in full.                                                    12,134

Note payable, non-interest bearing, due
  July 1999 for acquisition of
  B&B Associates, debt relieved in 2001.                      85,000

Note payable, monthly payments of $563,
  interest- free, due October
  2004, secured by vehicle                       20,267            -
                                                      -            -
                                              ---------   ----------
                                                 22,740      132,275

Less current maturities                          (9,228)    (105,807)
                                              ---------   ----------

Long-term debt, net of current maturities     $  13,512   $   26,468
                                              =========   ==========
</TABLE>


Long-term debt maturities for the next three years are as follows:

            Years Ending
            December 31,
            ------------

               2001              $   19,674
               2002              $    9,228
               2003                   6,756
               2004                   6,756
                                 ----------
               Total             $   22,740



                             F-11
<PAGE>


                  LITEGLOW INDUSTRIES, INC.
          NOTES TO FINANCIAL STATEMENTS (Continued)



4.   LINE-OF-CREDIT

On March 27, 2001, the Company entered into a "Revolving Loan and
Security Agreement" (the "Agreement") with a lending institution.  The
Agreement provides for borrowings based on eligible accounts
receivable and inventory of the Company, with a maximum limit of
$2,000,000.  The entire principal balance, and any accumulated unpaid
interest under the Agreement, shall be due and payable on March 27,
2003.  The Agreement is secured by substantially all of the Company's
assets, and a certificate of deposit in the amount of $100,000 pledged
by a shareholder.  All borrowings under this revolving loan agreement
bear interest at a rate equal to approximately 2.75% plus the prime
interest rate.  In conjunction with obtaining this loan, the Company
paid off its previous line of credit totaling $398,667.  On December
31, 2001 the total outstanding balance on this line totaled
$1,451,162.  This revolving loan has been personally guaranteed by the
Company's Chairman and CEO.


5.   LEASES COMMITMENTS

The Company leases it corporate offices and warehouse space under
long-term operating lease agreements. The rental expense amounted to
$202,535 and $160,222 for the years ended December 31, 2001 and 2000,
respectively.

The Company is obligated under various capital leases. The leased
property under capital lease as of December 31, 2001, has a cost of
$140,809 and accumulated amortization of $32,513. Amortization of the
leased property is included in depreciation expense.

Future minimum lease payments for these leases are as follows:

<TABLE>
<CAPTION>

            Years Ending                   Capital          Operating
            December 31,                   Leases             Leases
            ------------                  ---------         ---------
<S>         <C>                           <C>               <C>
                2002                      $  39,855         $  224,591
                2003                         28,880            197,089
                2004                         21,660            192,312
                2005                         14,332            194,549
                2006                          5,473             83,493
                                          ---------         ----------
Total minimum lease payments                110,200         $  892,034
Less amount representing interest            25,789         ==========
                                          ---------
Present value of net minimum lease
  payments                                   84,411
Less current maturities                     (31,241)
                                          ---------
Long-term obligation                      $  53,170
                                          =========
</TABLE>



                             F-12


                     LITEGLOW INDUSTRIES, INC.
           NOTES TO FINANCIAL STATEMENTS (Continued)


6.   INCOME TAXES

The provision (benefit) for income tax includes these components:

<TABLE>
<CAPTION>
                             2001           2000
                           -------        --------
<S>                        <C>            <C>
           Current         $     -        $      -
           Deferred              -          18,103
                           -------        --------
            Total          $     -        $ 18,103
                           =======        ========
</TABLE>


A reconciliation of income tax expense at the statutory rate of the
Company's actual income tax expense is shown below:

<TABLE>
<CAPTION>
                                                    2001          2000
                                                 ----------   ----------
<S>                                              <C>          <C>
  Computed at the statutory rate (39.5%)         $  163,600   $ (350,200)
  Increase (decrease) resulting from:
    Non-deductible expenses                          27,000       13,200
    State income taxes and other, net
      of federal tax benefit                                      (4,000)
    Net operating loss carry-forward applied      (190,600)      341,000
    Change in deferred tax asset
      valuation allowance                                -        18,103
                                                 ---------    ----------
       Total                                     $       -    $   18,103
                                                 =========    ==========
</TABLE>

The components of the deferred tax assets and liabilities were as
follows:

<TABLE>
<CAPTION>
                                                    2001          2000
                                                 ----------   ----------
<S>                                              <C>          <C>
Deferred tax assets:
  Allowance for bad debts                        $    7,900   $   11,400
  Inventory allowance                                19,700
  Returns allowance                                  59,300
  Net operating loss carry-forward                  932,900    1,123,500

Deferred tax liabilities:
  Accumulated depreciation                           (9,600)     (20,600)
                                                 ----------   ----------

  Net deferred tax asset (liability)              1,010,200    1,114,300

  Valuation allowance                            (1,010,200)  (1,114,300)
                                                 ----------   ----------

  Net deferred tax asset                         $        -   $        -
                                                 ==========   ==========
</TABLE>


The Company has available net operating loss carry-forwards expiring
as follows: 2013- $1,420,000, 2014 - $872,000.



                              F-13
<PAGE>

                    LITEGLOW INDUSTRIES, INC.
          NOTES TO FINANCIAL STATEMENTS (Continued)


7.   STOCKHOLDERS EQUITY

Common stock
------------

During October 2001, the Company purchased from the open market
344,872 shares of its own stock for a total price of $33,673.  These
shares were later retired.

Preferred stock
---------------

During December 1998, the Company created and authorized 1,000,000
shares, par value $.001 per share Series A Convertible Preferred
Stock.  The preferred shares are convertible into 5,000,000 shares of
common stock without the payment of additional consideration.  The
preferred stockholders are entitled to the number of votes equal to
the number of whole shares of common stock into which the preferred
shares are convertible.  The holders of Preferred Stock have
liquidation preference equal to $.10 per share of Preferred Stock,
plus accrued and unpaid dividends, if any, and interest thereon.  The
Preferred Stock does not have a dividend preference.

In 1998, the Company issued at a later time the 1,000,000 shares of
preferred stock to the Chairman of the Company.  This transaction
resulted in the Chairman obtaining voting control of the Company.


8.   CONCENTRATION OF CREDIT RISK

The Company maintains its cash in what it believes to be credit worthy
financial institutions. The balances, at times, may exceed federally
insured limits. At December 31, 2001 and 2000, the Company was within
the insured limit. The Company routinely assesses the financial
strength of its customers and, as a consequence, believes its trade
accounts receivable exposure is limited.


9.   RELATED PARTY TRANSACTIONS

At December 31, 2001 and 2000, the transactions involving the
stockholder/officer are summarized below:

<TABLE>
<CAPTION>
                                      2001            2000
                                  -----------     -----------
<S>                               <C>             <C>
Beginning balances                $  (180,450)    $    (8,183)
 (Loans from) payments to
 stockholder, net                      57,100        (172,267)
                                  -----------     -----------
Ending balance                    $  (123,350)    $  (180,450)
                                  ===========     ===========
</TABLE>


The balance in loans payable-stockholder of $123,350 represents
personal credit card debt from various institutions obtained by the
stockholder to fund operations during the current year.


                              F-14


<PAGE>


                     LITEGLOW INDUSTRIES, INC.
            NOTES TO FINANCIAL STATEMENTS (Continued)


10.  SUPPLEMENT CASH FLOW INFORMATION


<TABLE>
<CAPTION>
                                                    2001          2000
                                                 ----------    ----------
<S>                                              <C>           <C>
Cash paid during the year for:
  Interest                                       $  148,897    $   89,447
                                                 ----------    ----------
Non-cash investing and financing transactions
  Acquisition of equipment through issuance of
    debt and capital leases                      $   60,662    $   44,487
                                                 ----------    ----------

Issuance of common shares for services           $      100    $        -
                                                 ==========    ==========
</TABLE>



11.  COMMITMENTS AND CONTINGENCIES

The Company is involved in various legal proceedings incident to the
character of its business. Although it is not possible to predict the
outcome of these proceedings, or any claims against the Company
related thereto, the Company believes that such proceedings will not,
individually or in the aggregate, have a material effect on its
financial condition or results of operations.


12.  ECONOMIC DEPENDENCY

Sales to single customer exceeded 17% of the Company's total sales for
the year ended December 31, 2001.  Additionally, the Company relies on
a single manufacturer located in China to produce a substantial
portion of its inventory.  Payments to this supplier totaled
approximately $2,458,000 and $746,000 for the years ended December 31,
2001 and 2000, respectively.  A disruption of this manufacturing
relationship could materially affect the Company's business.


13.  SUBSEQUENT EVENTS

During February 2002 the Company relocated its Orlando warehouse and
manufacturing facilities to a facility attached to its Pompano Beach,
Florida headquarters.  As part of the relocation, the Company expanded
its office and warehouse by adding an additional 9,420 square feet to
its existing lease.  The commencement date of the lease modification
was January 1, 2002.

On March 1, 2002 the Company acquired the assets from an individual
for cash and notes payable totaling $80,000.  In conjunction with this
acquisition the Company entered into a two-year employment agreement
for $98,800 per year. This individual will now act as the Company's
Vice President of manufacturing.




                              F-15

<PAGE>