SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, D.C. 20549

                           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, 2002

                  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 7, 2003, there were 3,780,082 shares of the Registrant's
Common Stock issued and outstanding.


<PAGE>


                   LITEGLOW INDUSTRIES, INC.


                        TABLE OF CONTENTS

                                                         Page
PART I
------

Item 1.  Business......................................... 3

Item 2.  Properties....................................... 13

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

Item 4.  Submission of Matters to a
           Vote of Security Holders....................... 13

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................. 15

Item 7.  Financial Statements and Supplementary Data...... 17

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............... 20

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

Item 13. Exhibits, Financial Statement
           Schedules and Reports on Form 8-K.............. 21

SIGNATURES

CERTIFICATIONS



                               -2-
<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, the shareholders of Liteglow Florida were issued one



                               -3-
<PAGE>


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 L.E.D. Side Marker Lights, Neon License
Plate Frames, and Windshield Washer L.E.D.'s.

     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 thirty percent (30%) and fifteen percent (15%),
respectively, of the Company's product sales in 2002. No other product




                               -4-
<PAGE>


line is anticipated to account for more than five percent (5%) of the
Company's 2002 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, 2002,
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 two principal annual industry trade shows, 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 as the
largest specialty distributor of 12-volt electronic auto accessories and




                               -5-
<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 and 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.




                               -6-
<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 eight 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 six sizes: the 3 inch, 6 inch , 9 inch and 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
     ------------------------




                               -7-
<PAGE>


feature a hi-tech, unique ion-coated lens, an 50-watt halogen bulb, a
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, in
     -----------
5 sizes, which enhances the intensity of colors by making them appear to
glow in the dark. The kit consists of an 15-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
     --------------------------------------------



                               -8-
<PAGE>


top 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, leaving 5% of sales  attributable to internet marketing.
As of December 31, 2002, the Company  employed sixteen (16) sales
representative agencies who employ in the aggregate approximately seventy
(70) individual independent 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 are done in house.  The Company's products are sold in
distinctive, full-color, bilingual clam-shell packaging designed to build



                               -9-
<PAGE>


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, AutoZone, Meijer's,
O'Reilly Auto Parts, Pep Boys, Advance Auto, Boater's World, Spencer's
Gifts, Fry's Electronics, Car Toys,  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 the purchase of 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 manufacturers.



                               -10-
<PAGE>


     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 $3,000,000 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 competitively shopped with other
lenders.

     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.  (See Regulation).  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 niche occupied by the Company
today is rather substantial, including start-up costs and tooling.  In



                               -11-
<PAGE>


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[R] Low Glow[R], and Street Race[TM] 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 virtually all states, however, the installation
of specialty lights on vehicles is not prohibited.  The Company believes




                               -12-
<PAGE>


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 have any
material impact on sales.

     Employees
     ---------

     As of December 31, 2002, the Company employed thirty-four (34)
persons, all of whom are based at the Company's headquarters in Pompano
Beach, Florida.  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.  The facility is
adequately insured and provides space sufficient to sustain company
growth in the future.


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

     The Company is a party to the following legal proceedings.

     Theory3, Inc. v. Liteglow Industries, Inc. (United States District
     ------------------------------------------
Court, Southern District of Florida, Case No. 02-80995-CIV-
MIDDLEBROOKS/JOHNSON)

     In October 2002, Theory3, Inc. sued Liteglow Industries, Inc., and
Meijer, Inc., a customer of the Company, for patent infringement in the
U.S. District Court for the Southern District of Florida. The Company
filed a counterclaim against Theory3, Inc. The claims arise out of
Theory3's allegations that the Company infringes Theory3's U.S. Patent
for a tire valve light that is motion-activated. The Company is defending
the action on the bases that Theory3's patent is invalid and that the
Company's product does not infringe Theory3's patent. The claims are
currently pending and are scheduled to be adjudicated beginning as early
as June 2, 2003.   We are unable to express an opinion regarding the
outcome of the this litigation or as to any loss or range of loss to the
Company in the event that a favorable or unfavorable outcome results.

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



                               -13-
<PAGE>


     No matter was submitted to a vote of security holders during the
fourth quarter of calendar year 2002.


                             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, 2001, and ended December 31, 2002.

<TABLE>
<CAPTION>
Period                                        High      Low
------                                        ----      ---
<S>                                           <C>       <C>

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 - March 31, 2002                .21       .09
Second Quarter - June 30, 2002                .49       .12
Third Quarter - September 30, 2002            .94       .20
Fourth Quarter - December 31, 2002           1.38       .52

2003:
----
First Quarter (thru March 7, 2003)            .88       .59
</TABLE>

    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 approximately seventeen (17)
member firms of the NASD are currently acting as market makers for the
common stock.

     As of March 07, 2003, there were approximately 1,830 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 07, 2003, there were 3,780,082 shares of common stock
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



                               -14-
<PAGE>


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, 2002 and 2001

     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

     Net sales for the year ended December 31, 2002 increased to
$11,775,594 compared to $6,581,321 for the year ended December 31, 2001.
The increased revenues for the year ended December 31, 2002 was
attributed primarily to 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



                               -15-
<PAGE>


$3,358,665 for the year ended December 31, 2001 to $5,349,340 for the
year ended December 31, 2002.  The gross profit percentage decreased in
2002 to 45% from 51% in 2001 primarily due to doing business with major
retailers where items are sold at lower margins and returns and
allowances average at higher rates than its other customers.

     General and administrative expenses

     The Company's selling, general and administrative expenses increased
from $2,933,002 to $4,133,885 for the years ended December 31, 2001 and
2002, respectively.  Trade shows costs $215,141 in 2002 compared to
$101,748 in 2001.  Shipping expenses, net of reimbursed expenses were
$458,673 in 2002 compared to $223,792 in 2001.  Insurance costs increased
to $202,841 in 2002 compared to $130,914 in 2001.  Salaries and wages
paid to employees excluding factory payroll and amounts paid to the
Company's chairman and CEO increased to $636,819 compared to $342,153 in
2001.  Salaries and wages paid to the Company's chairman and CEO
increased to $497,308 in 2002 from $319,100 in 2001.

     Income from operations

     Operating income for the year ended December 31, 2002 was $1,215,455
compared to $425,663 as a result of the increased sales, and the
Company's ability to control its selling, general and administrative
expenses. Net income for the year ended December 31, 2002 was $1,004,287
compared to $413,794 for the year ended December 31, 2001.  The increased
net income is a result of the items discussed above.

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

     Total current assets increased to $3,652,829 at December 31, 2002,
from $2,406,316 at December 31, 2001, primarily as a result of increasing
its inventory and having increased accounts receivable.  The Company's
total assets increased to $4,238,270 at December 31, 2002 from $2,871,006
at December 31, 2001, primarily as a result of increased current assets.

     The Company's accounts payable increased to $1,058,627 at December
31, 2002 from $622,911 at December 31, 2001, substantially as a result
of the Company's need at maintaining certain inventory levels.  The line
of credit increased to $1,456,805 at December 31, 2002 from $1,451,162
at December 31, 2001.  Total current liabilities increased to $2,868,417
at December 31, 2002 compared to $2,455,999 at December 31, 2001,
primarily due to the change in accounts payable.

     The Company had net cash provided by operations of $434,071 compared
to $900,082 used for operations for the years ended December 31, 2002 and



                               -16-
<PAGE>


2001, respectively.  The Company had net cash used in investing
activities for the years ended December 31, 2002 and 2001 of $197,032 and
$7,113, respectively.  The increase was due primarily to the Company
relocating its manufacturing facility to its main offices which required
that the Company purchase equipment.  The Company had net cash used in
financing activities of $150,373 compared to $891,814 provided by
financing activities for the years ended December 31, 2002 and 2001
respectively.  The decrease in financing activities is primarily the
result of the Company maintaining its line of credit in 2002 compared to
increasing its line of credit by approximately $1,050,000 in 2001.
The Company is current seeking to modify its loan facility with a
different lender with terms more favorable to the Company.

     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.  As a result, Avi Avram was hired as Vice
President of Manufacturing.

     The Company believes that its results will continue to be subject
to: prevailing economic conditions over which it has no control;
competition; and 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, 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
          --------------------



                               -17-
<PAGE>


     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, 2002 and 2001.


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.

<TABLE>
<CAPTION>
Name                Age       Position
----                ---       --------
<S>                 <C>       <C>
Spencer Krumholz    58        Chairman of the Board and
                              Chief Executive Officer

Michael Krumholz    30        President

Arlene Krumholz     56        Vice President and Secretary

Avi Avram           48        Vice President of Manufacturing
</TABLE>


     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



                               -18-
<PAGE>


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 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
5% 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



                               -19-
<PAGE>


fiscal year with the exception of Spencer Krumholz, a director and
executive officer of the Company.


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

     The following tables and notes present for the three years ended
December 31, 2002, 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, 2002.


                    SUMMARY COMPENSATION TABLE
                    --------------------------

<TABLE>
<CAPTION>
                                  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         2002   $205,000   $292,308          -0-           -0-           -0-          -0-         -0-
  Chairman & CEO         2001   $156,000   $163,100          -0-           -0-           -0-          -0-         -0-
                         2000   $140,000      -0-            -0-           -0-           -0-          -0-         -0-
Michael  Krumholz
  President              2002   $154,459   $  6,783          -0-           -0-           -0-          -0-         -0-
                         2001   $104,500      -0-            -0-           -0-           -0-          -0-         -0-
                         2000   $  -0-        -0-            -0-           -0-           -0-          -0-         -0-

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

</TABLE>


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, 2002.  Unless
otherwise indicated, the Company believes that the beneficial owner has
sole voting and investment power over such shares.

<TABLE>
<CAPTION>
Name and Address of             Number of Shares            Percentage
Beneficial Owner                of Beneficially Owned    Ownership of Class (5)
-------------------             ---------------------    ------------------
<S>                             <C>                      <C>

Spencer Krumholz(1)(2)(3)              5,088,088               58.0%
2301 NW 33rd Court #104
Pompano Beach, FL 33069

Arlene Krumholz(1)(3)                        290                 .0%
2301 NW 33rd Court #104
Pompano Beach, FL 33069

Michael Krumholz(1)(4)                     1,667                 .0%
2301 NW 33rd Court #104
Pompano Beach, FL 33069

</TABLE>

                               -19-
<PAGE>


<TABLE>
<CAPTION>
<S>                             <C>                      <C>
Avi Avram(1)                               -0-                  -0-
2301 NW 33rd Court #104
Pompano Beach, FL 33069

All Executive Officers                 5,090,045               58.0%
and Directors as a group
(3 persons)(2)
----------------------------
</TABLE>

(1)    Officer and/or 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, 87,900 shares held in street name and 188 shares held
       in Mr. Krumholz's IRA account.
(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)    Michael Krumholz is the son of Spencer and Arlene Krumholz.
(5)    Percentage of ownership of class calculated assuming fully
       conversion of 1,000,000 shares of preferred stock owned by Spencer
       Krumholz.
-----------------------------

       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. which line of credit was increased to
$3,000,000 in 2002, and continues to guaranty the Company's line of
credit.

       In October 2001 and April 2002, the Company purchased in the  open
market 344,872 and 150,000 shares of the  Company's common stock for
$33,673 and $24,500, respectively.


                             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*



                               -21-
<PAGE>


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.
**  Included in Form 10-KSB filed for the period ended 12/31/00.
*** Included in Form 10-KSB filed for the period ended 12/31/01.


(b)    During the quarter ended December 31, 2002, and through the date of
       the filing of this Form 10-KSB, the Company filed no reports on Form
       8-K.


ITEM 14. CONTROL AND PROCEDURES
         ----------------------

       (a)  Evaluation of Disclosure Controls and Procedures.
            ------------------------------------------------

       Within the 90 days prior to the date of this report, Liteglow
Industries, Inc. ("the Company") carried out an evaluation, under the
supervision and with the participation of the Company's management,
including the Company's Chief Executive Officer, President and
Secretary/Treasury, of the effectiveness of the design and operation of
the Company's disclosure controls and procedures pursuant to Exchange Act
Rule 13a-14.  Based upon that evaluation, the President and
Secretary/Treasurer concluded that the Company's disclosure controls and
procedures are effective in timely alerting the Company to material
information required to be included in the Company's periodic SEC filings
relating to the Company (including its consolidated subsidiaries).

       (b)  Changes in Internal Controls
            ----------------------------

       There were no significant changes in the Company's internal controls
or in other factors that could significantly affect these internal
controls subsequent to the date of our most recent evaluation.



                               -22-
<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: March 13, 2003        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       March 13, 2003
----------------------------    Board, Chief
Spencer Krumholz                Executive Officer
                                and Director


/s/ Michael Krumholz            President and         March 13, 2003
----------------------------    Director
Michael Krumholz


/s/ Arlene Krumholz             Vice President,       March 13, 2003
----------------------------    Secretary and
Arlene Krumholz                 Director




                               -23-
<PAGE>


          CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER
               PURSUANT TO 18 U.S.C. SECTION 1350

       In connection with the accompanying Annual Report on Form 10-KSB of
Liteglow Industries, Inc. for the period ended December 31, 2002, Spencer
Krumholz, Chief Executive Officer and Michael Krumholz, President of
Liteglow Industries, Inc.  hereby certify pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002, to the best of our knowledge and belief, that:

       (1)  Such Annual Report on Form 10-KSB for the period ended
            December 31, 2002, fully complies with the requirements of
            section 13(a) or 15(d) of the Securities Exchange Act of 1934;
            and

       (2)  The information contained in such Annual Report on Form 10-KSB
            for the period ended December 31, 2002, fairly presents, in
            all material respects, the financial condition and results of
            operations of Liteglow Industries, Inc.

                                LITEGLOW INDUSTRIES, INC.


Dated: March 13, 2003           By:/s/ Spencer Krumholz
                                   ----------------------------------
                                   Spencer Krumholz
                                   Chief Executive Officer


Dated: March 13, 2003           By:/s/ Michael Krumholz
                                   ----------------------------------
                                   Michael Krumholz, President





                               -24-
<PAGE>

                          CERTIFICATIONS
                          --------------

       I, Spencer Krumholz, Chief Executive Officer of Liteglow Industries,
Inc., hereby certify that:

1.     I have reviewed this Annual Report on Form 10-KSB of Liteglow
       Industries, Inc.;

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

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

4.     I am responsible for establishing and maintaining disclosure
       controls and procedures (as defined in Exchange Act Rules 13a-14 and
       15d-14) for the registrant and I have:

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

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

       (c)  presented in this Annual Report my conclusions about the
            effectiveness of the disclosure controls and procedures based
            on my evaluation as of the Evaluation Date;

5.     I have disclosed, based on my most recent evaluation, to the
       registrant's auditors and to the audit committee of registrant's
       board of directors (or persons performing the equivalent function):

       i.   all significant deficiencies in the design or operation of
            internal controls which could adversely affect the



                               -25-
<PAGE>


            registrant's ability to record, process, summarize and report
            financial data and have identified for the registrant's
            auditors any material weaknesses in internal controls; and

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

6.     I have indicated in this Annual Report whether or not there were
       significant changes in internal controls or in other factors that
       could significantly affect internal controls subsequent to the date
       of my most recent evaluation, including any corrective actions with
       regard to significant deficiencies and material weaknesses.



Dated: March 13, 2003        By:/s/ Spencer Krumholz
                                --------------------------------
                                Spencer Krumholz
                                Chief Executive Officer








                               -26-
<PAGE>


                          CERTIFICATIONS
                          --------------

       I, Michael Krumholz, President of Liteglow Industries, Inc., hereby
certify that:

1.     I have reviewed this Annual Report on Form 10-KSB of Liteglow
       Industries, Inc.;

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

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

4.     I am responsible for establishing and maintaining disclosure
       controls and procedures (as defined in Exchange Act Rules 13a-14 and
       15d-14) for the registrant and I have:

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

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

       (c)  presented in this Annual Report my conclusions about the
            effectiveness of the disclosure controls and procedures based
            on my evaluation as of the Evaluation Date;

5.     I have disclosed, based on my most recent evaluation, to the
       registrant's auditors and to the audit committee of registrant's
       board of directors (or persons performing the equivalent function):

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



                               -27-
<PAGE>


            auditors any material weaknesses in internal controls; and

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

6.     I have indicated in this Annual Report whether or not there were
       significant changes in internal controls or in other factors that
       could significantly affect internal controls subsequent to the date
       of my most recent evaluation, including any corrective actions with
       regard to significant deficiencies and material weaknesses.


Dated: March 13, 2003        By:/s/ Michael Krumholz
                                --------------------------------
                                Michael Krumholz
                                Chief Executive Officer












                               -28-
<PAGE>






                      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, 2002

                               OF

                   LITEGLOW INDUSTRIES, INC.








<PAGE>


                    INDEX TO FINANCIAL STATEMENTS



                        LITEGLOW INDUSTRIES, INC.


Independent Auditor's Report                                   F-2

Balance Sheets - December 31, 2002 and 2001                    F-3

Statements of Income - Years ended                             F-5
    December 31, 2002 and 2001

Statements of Stockholders' Equity -
    Years ended December 31, 2002 and 2001                     F-6

Statements of Cash Flows - Years ended December 31, 2002
    and 2001                                                   F-7

Notes to financial statements                                  F-8




<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, 2002 and 2001 and the related
statements of income, stockholders' equity 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, 2002 and 2001 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

February 15, 2003
Pompano Beach, Florida



                               F-2

<PAGE>


                    LITEGLOW INDUSTRIES, INC.
                         BALANCE SHEETS
                   DECEMBER 31, 2002 AND 2001

<TABLE>
<CAPTION>

                        ASSETS

                                               2002             2001
                                           -------------   -------------
<S>                                        <C>             <C>
Current assets:
  Cash and cash equivalents                $      88,678   $       2,012
  Accounts receivable, net                     1,647,093       1,252,533
  Accounts receivable employees and other          9,855
    Inventory, net                             1,787,315       1,073,530
  Prepaid expenses                               119,888          78,241
                                           -------------   -------------
          Total current assets                 3,652,829       2,406,316
                                           -------------   -------------

Property and equipment, net                      355,529         231,649

Goodwill, net                                    175,660         175,660
Loan costs, net                                    4,167          12,000
Deposits                                          50,085          45,381
                                           -------------   -------------
                                           $   4,238,270   $   2,871,006
                                           =============   =============
</TABLE>














                       The accompanying notes are an
             integral part of these financial statements



                                F-3
<PAGE>


                      LITEGLOW INDUSTRIES, INC.
                           BALANCE SHEETS
                    DECEMBER 31, 2002 AND 2001


<TABLE>
<CAPTION>

    LIABILITIES AND STOCKHOLDERS' EQUITY

                                                 2002             2001
                                             -------------   -------------
<S>                                          <C>             <C>
Current liabilities:
  Current maturities of long-term debt       $      14,756   $       9,228
  Current maturities of capital leases              25,540          31,241
  Line-of-credit                                 1,456,805       1,451,162
  Accounts payable                               1,058,627         622,911
  Accrued liabilities                              248,109         218,107
  Loans payable - stockholder                       64,580         123,350
                                             -------------   -------------
          Total current liabilities              2,868,417       2,455,999
                                             -------------   -------------

Long-tem liabilities:
  Long-term debt, less current maturities            6,756          13,512
  Capital leases payable, less current
    maturities                                      34,735          53,170
                                             -------------   -------------

          Total long-term liabilities               41,491          66,682
                                             -------------   -------------

          Total liabilities                      2,909,908       2,522,681
                                             -------------   -------------

Stockholders' equity:
 Convertible preferred stock, Series A,
  $.001 par value, authorized 1,000,000
  shares, issued and outstanding
  1,000,000 in 2002 and 2001 respectively            1,000           1,000
 Common stock $.001 par value, authorized
  10,000,000 shares, issued and outstanding
  3,780,082 in 2002 and 3,930,082 in 2001,
  respectively                                       3,780           3,930
  Additional paid-in capital                     3,356,542       3,380,642
  Retained deficit                              (2,032,960)     (3,037,247)
                                             -------------   -------------

          Total stockholders' equity             1,328,362         348,325
                                             -------------   -------------

                                             $   4,238,270   $   2,871,006
                                             =============   =============
</TABLE>










                    The accompanying notes are an
           integral part of these financial statements


                               F-4


<PAGE>


                    LITEGLOW INDUSTRIES, INC.
                      STATEMENTS OF INCOME
            YEARS ENDED DECEMBER 31, 2002 AND 2001

<TABLE>
<CAPTION>

                                             2002           2001
                                         -----------     -----------
<S>                                      <C>             <C>
Revenues                                 $11,775,594     $ 6,581,321
Cost of sales                              6,426,254       3,222,656
                                         -----------     -----------

Gross profit                               5,349,340       3,358,665

Selling, general and administrative
  expenses                                 4,133,885       2,933,002
                                         -----------     -----------

Operating income                           1,215,455         425,663
                                         -----------     -----------

Other income (expenses):
  Interest expense                          (174,058)       (148,897)
  Other income (expenses)                    (37,110)        137,028
                                         -----------     -----------
        Total other expenses                (211,168)        (11,869)
                                         -----------     -----------

Income before income taxes                 1,004,287         413,794

Provision for income taxes                      -               -
                                         -----------     -----------
Net income                               $ 1,004,287     $   413,794
                                         ===========     ===========

Net income per share:
  Basic:
      Net basic income per share         $       .27     $       .10
                                         -----------     -----------

  Diluted:
      Net diluted income per share       $       .11     $       .05
                                         -----------     -----------

Weighted average common shares
outstanding
   Basic                                   3,780,082       4,201,671
                                         ===========     ===========

   Diluted                                 8,780,082       9,201,671
                                         ===========     ===========
</TABLE>







                      The accompanying notes are an
              integral part of these financial statements


                                 F-5


<PAGE>


                      LITEGLOW INDUSTRIES, INC.
                 STATEMENT OF STOCKHOLDERS' EQUITY
               YEARS ENDED DECEMBER 31, 2002 AND 2001


<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, 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

Purchase and cancellation
  of treasury stock                                             (150,000)       (150)    (24,100)                     (24,250)

Net income                                     -         -             -           -           -      1,004,287     1,004,287
                                       ---------    ------     ---------    --------  ----------    -----------   -----------

Balance, December 31, 2002             1,000,000    $1,000     3,780,082    $  3,780  $3,356,542    $(2,032,960)  $ 1,328,362
                                       =========    ======     =========    ========  ==========    ===========   ===========
</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, 2002 AND 2001


<TABLE>
<CAPTION>
                                                        2002             2001
                                                     -----------     ------------
<S>                                                  <C>             <C>
Cash flows from operating activities:
    Net income                                       $ 1,004,287     $    413,794
                                                     -----------     ------------

Adjustments to reconcile net income to net
  cash provided by (used for) operating activities:
  Depreciation and amortization                           80,784           89,538
  Non-cash compensation                                                       100
  Gain on disposal of equipment                           40,000           (3,216)
  Settlement of debt                                                      (85,000)
  Allowance for doubtful accounts                         80,022           (8,908)
  Allowance for inventory obsolescence                    20,000          (46,011)
  Reserve for returns                                    (20,502)         150,000
Changes in assets and liabilities:
  Accounts receivable                                   (484,437)        (692,637)
  Inventory                                             (733,785)        (387,715)
  Prepaid expenses and other assets                      (38,518)         (55,343)
  Accounts payable and accrued expenses                  486,220         (274,684)
                                                     -----------     ------------

Total adjustments                                       (570,216)      (1,313,876)
                                                     -----------     ------------

Net cash provided by (used for) operations               434,071         (900,082)
                                                     -----------     ------------

Cash flows used in investing activities:
  Proceeds from sale of equipment                                          54,260
  Purchase of equipment                                 (197,032)         (61,373)
                                                     -----------     ------------

    Net cash used in investing activities               (197,032)          (7,113)
                                                     -----------     ------------

Cash flows provided by (used in) financing
activities:
  Repayment of notes payable & capital leases            (72,996)         (69,908)
  Loans from stockholders                                (58,770)         (57,100)
  Proceeds from line of credit, net                        5,643        1,052,495
  Purchase of treasury stock                             (24,250)         (33,673)
                                                     -----------     ------------

    Net cash provided by (used in) financing
    activities                                          (150,373)         891,814
                                                     -----------     ------------

Net increase (decrease) in cash and cash equivalents      86,666          (15,381)

Cash and cash equivalents, beginning of period             2,012           17,393
                                                     -----------     ------------

Cash and cash equivalents, end of period             $    88,678            2,012
                                                     ===========     ============
</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 $100,022 and $20,000 for December 31, 2002 and 2001,
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, 2002 and 2001 a
valuation allowance of $70,000 and $50,000, 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 the years
ended December 31, 2002 and 2001 was $ 0, and $11,152, respectively.




                               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.  Advertising costs
incurred for the years ended December 31, 2002 and 2001, were $669,590
and $178,004, respectively.

Revenue recognition

The Company recognizes income and expenses when the merchandise is
shipped.  At December 31, 2002 and 2001 an allowance for estimated
returns and allowances was provided in the amounts of $129,498 and
$150,000, respectively.

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 per share

Net income per share is determined by dividing net income 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.

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.

Employee benefits

The Company provides their employees with a Savings Incentice Match
Plan for Employees (SIMPLE PLAN).  During the year ended December 31,
2002 the Company contributed $17,020 to the plan.

Recent Accounting Pronouncements

Effective, January 1, 2002, the Company adopted Statement of Financial
Accounting Standards (SFAS) No. 142, ("Goodwill and Other
Intangibles").  With the adoption of SFAS No. 142, goodwill is no
longer subject to amortization.  Rather, goodwill will be subject to
at least an annual assessment for impairment by applying a fair-value
based test.  The impairment loss is the amount, if any, by which the
implied fair value of the customer list is less than carrying or book
value.  Any impairment loss arising from the initial application of
SFAS No. 142 is to be reported as resulting from a change in
accounting principle.




                               F-10

<PAGE>


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


2.	PROPERTY AND EQUIPMENT

Property and equipment consists of the following at December 31, 2002
and 2001:

<TABLE>
<CAPTION>
                                       2002            2001
                                   -----------     -----------
<S>                                <C>             <C>

Vehicles                           $    21,658     $    21,658
Machinery and equipment                546,514         363,039
Furniture and fixtures                  16,230           5,041
Leasehold improvements                  23,051          13,052
                                   -----------     -----------
                                       607,453         402,790
Less: accumulated depreciation
  and amortization                    (251,924)       (171,141)
                                   -----------     -----------

Property and equipment, net        $   355,529     $   231,649
                                   ===========     ===========
</TABLE>


Depreciation and amortization expense for the years ended December 31,
2002 and 2001 was $80,784 and $56,283, respectively.


3.	LONG-TERM DEBT

Long-term debt consists of the following at December 31, 2002 and
2001:

<TABLE>
<CAPTION>
                                           2002            2001
                                       -----------     -----------
<S>                                    <C>             <C>

Note payable, monthly payments of
$333, including interest at 10.9%,
due April 2002                          $        -     $     1,591

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

Note payable, monthly payments of
$563, interest- free, due October
2004, secured by vehicle                    13,512          20,267

Note payable, non-interest bearing,
due February 5, 2003, for acquisition
of equipment                                 8,000
                                                 -               -
                                       -----------     -----------
                                            21,512          22,740

Less current maturities                    (14,756)         (9,228)
                                       -----------     -----------
Long-term debt, net of current
  maturities                           $     6,756     $    13,512
                                       ===========     ===========
</TABLE>


                               F-11
<PAGE>



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


3.	LONG-TERM DEBT (continued)

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

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

                   2003              14,756
                   2004               6,756
                                  ---------
                  Total           $  21,512
                                  =========

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
$3,000,000.  The entire principal balance, and any accumulated unpaid
interest under the Agreement, shall be due and payable on March 14,
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, 2002 the outstanding balance on this line totaled $1,456,802.
This revolving loan has been personally guaranteed by the Company's
Chairman and CEO.  On January 13, 2003 the Company notified the
lending institution that it will not be renewing the line of credit.
The Company is currently in negotiation with another financial
institution for a new line of credit.


5.	LEASES COMMITMENTS

The Company leases it corporate offices and warehouse space under
long-term operating lease agreements. The rental expense amounted to
$269,216 and $202,535 for the years ended December 31, 2002 and 2001,
respectively.

The Company is obligated under various capital leases. The leased
property under capital lease as of December 31, 2002, has a cost of
$149,641 and accumulated amortization of $79,766. Amortization of the
leased property is included in depreciation expense.





                               F-12

<PAGE>


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


5.	LEASES COMMITMENTS (continued)

Future minimum lease payments for these leases are as follows:

<TABLE>
<CAPTION>

Years Ending                 Capital       Operating
December 31,                 Leases          Leases
------------              -----------     -----------
<S>                       <C>             <C>
   2003                   $    33,383     $   305,886
   2004                        24,040         303,759
   2005                        11,526         306,362
   2006                         3,467         285,462
   2007                             -         172,506
                          -----------     -----------

Total minimum lease
  payments                     72,416     $ 1,373,975
Less amount representing                  ===========
  interest                     12,141
                          -----------

Present value of net
  minimum lease payments       60,275
Less current maturities       (25,540)
                          -----------

Long-term obligation      $    34,735
                          ===========
</TABLE>


6.	INCOME TAXES

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

<TABLE>
<CAPTION>
                                         2002            2001
                                     -----------     -----------
<S>                                  <C>             <C>

           Current                   $         -     $         -
           Deferred                            -               -
                                     -----------     -----------
                  Total              $         -     $         -
                                     ===========     ===========
</TABLE>


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

<TABLE>
<CAPTION>
                                         2002            2001
                                     -----------     -----------
<S>                                  <C>             <C>

Computed at the statutory
  rate                               $   378,000     $   156,000
Increase (decrease) resulting from:
   Non-deductible expenses                 9,400          15,000
   Net operating loss carry-forward
     applied                            (387,400)       (171,000)
   Change in deferred tax asset
     valuation allowance                       -               -
                                     -----------     -----------
       Total                         $         -     $         -
                                     ===========     ===========
</TABLE>



                               F-13

<PAGE>


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


6.	INCOME TAXES (continued)

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



<TABLE>
<CAPTION>
                                         2002            2001
                                     -----------     -----------
<S>                                  <C>             <C>

Deferred tax assets:
   Allowance for bad debts           $    37,700     $     7,500
   Inventory allowance                    26,300          18,900
   Returns allowance                      48,700          66,500
   Net operating loss carry-forward      489,000         876,400

Deferred tax liabilities:
   Accumulated depreciation              (49,700)        (16,500)
                                     -----------     -----------

  Net deferred tax asset (liability)     552,000         952,800

   Valuation allowance                  (552,000)       (952,800)
                                     -----------     -----------
  Net deferred tax asset             $         -     $         -
                                     ===========     ===========
</TABLE>


The Company has available net operating loss carry-forwards for
federal and state income tax purposes of approximately $1,092,000
expiring in 2013.


7.	STOCKHOLDERS EQUITY

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

During October 2001and April 2002, the Company purchased in the open
market 344,872 and 150,000 shares of its own stock for a total price
of $33,673and $24,500, respectively.  These shares have been 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.



                               F-14

<PAGE>


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


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, 2002 and 2001, 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, 2002 and 2001, the transactions involving the
stockholder/officer are summarized below:

<TABLE>
<CAPTION>

                                                 2002            2001
                                             -----------     -----------
<S>                                          <C>             <C>

Beginning balances                           $   123,350     $   180,450
 (Loans from) payments to stockholder, net       (58,770)        (57,100)
                                             -----------     -----------
Ending balance                               $    64,580     $   123,350
                                             ===========     ===========

</TABLE>

The balance in loans payable-stockholder of $64,580 represents
personal credit card debt from various institutions obtained by the
stockholder to fund operations during the current year.


10.	SUPPLEMENTAL CASH FLOW INFORMATION

<TABLE>
<CAPTION>

                                                 2002            2001
                                             -----------     -----------
<S>                                          <C>             <C>

Cash paid during the year for:
  Interest                                   $   173,058     $   148,897
                                             -----------     -----------

Non-cash investing and financing
transactions
  Acquisition of equipment through
  issuance of debt and capital leases        $    47,632     $    60,662
                                             -----------     -----------

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.



                               F-15

<PAGE>


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


12.	ECONOMIC DEPENDENCY

Sales to two and one customer(s) exceeded 33% and 17% of the Company's
total sales for the year ended December 31, 2002 and 2001
respectively.  At December 31, 2002 accounts receivable from two
customers totaled $1,145,240.  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
$5,422,000 and $2,458,000 for the years ended December 31, 2002 and
2001, respectively.  A disruption of this manufacturing relationship
could materially affect the Company's business.





























                               F-16
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