*As filed with the SEC on May 31, 2002*
**SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549FORM 10-QSBQuarterly ReportPursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934**

For the Quarterly Period Ended March 31, 2002

        

Commission File No. 0-29719

**QUINTEK TECHNOLOGIES, INC.**(Exact name of registrant as specified in its charter)

**California**

**        **

**77-0505346**

(State or other jurisdiction of incorporation or organization)

        

(I.R.S. Employer Identification No.)

**537 Constitution Ave., Suite BCamarillo, California 93012**(Address of principal executive office)Issuer's telephone number: **805-383-3904**

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 thepreceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2) has been subject tosuch filing requirements for the past 90 days.On May 15, 2002, 39,374,008 shares of the issuer’s common stock were outstanding.

Securities registered pursuant to Section 12(b) of the Act:NoneSecurities registered to Section 12(g) of the Act:Common Stock, par value $.01 per share(Title of Class)
****
**Table of Contents**

****

**Part I.**

  

  

  

Financial Information

  

1

  

Item 1.  Financial Statements

  

1

  

Item 2.  Management’s Discussion and Analysis

  

12

  

1.1

Results of Operations

  

12

  

1.2

Liquidity and capital resources

  

12

  

  

  

  

  

**Part II. Other Information**

  

13

  

Item 2.  Changes in Securities and Use of Proceeds

  

13

  

Item 3.  Defaults Upon Senior Securities

  

15

  

Item 4.  Exhibits and Reports on Form 8-K

  

16

Signatures

  

16

**PartI.  Financial Information****Item 1.  Financial Statements**

**QUINTEK TECHNOLOGIES, INC.**

**BALANCE SHEETS**

**ASSETS**

   

Mar. 31, 2002

   

June 30, 2001

(Unaudited)

   

**Current Assets:**

   

Cash

$970

   

$3,073

Accounts receivable (net of allowance for doubtful

   

>>accounts of $16,725 and $5,277,respectively)

188,631

   

33,331

Inventory

65,388

   

40,087

Other current assets

              28,949

   

               24,922

   

Total current assets

            283,938

   

             101,413

   

**Property and Equipment, At Cost:**

   

Equipment

102,881

   

102,881

Computer and office equipment

88,492

   

88,492

Furniture and fixtures

              32,526

   

             32,526

   

223,899

   

223,899

   

Less - Accumulated depreciation

          (187,761)

   

         (171,974)

   

               36,138

   

              51,925

**Other Assets:**

   

Deposits

4,994

   

4,994

Intangible assets (net of accumulated amortization

   

>>of $34,123 and $27,318,respectively)

101,944

   

108,748

Employee receivables, net

                       --

   

                2,400

   

             106,938

   

            116,142

   

           $427,014

   

          $269,480

   

*The accompanying notes are an integral part of these financialstatements.*
******
**QUINTEK TECHNOLOGIES, INC.**

 

**BALANCE SHEETS**

 

 

**LIABILITIES AND STOCKHOLDERS' DEFICIT**

 

 

Mar. 31, 2002

   

June 30, 2001

(Unaudited)

   

Current Liabilities:

   

Accounts payable

$193,325

   

$321,470

Payroll and payroll taxes payable

254,285

   

108,037

Payroll taxes assumed in merger

128,595

   

156,792

Factoring payable

130,490

   

--

Accrued expenses

131,140

   

99,637

Other current liabilities

28,825

   

43,088

Convertible bonds

341,405

   

247,205

Unearned revenue

35,822

   

47,594

Notes payable – stockholders

43,000

   

--

Accrued contingency payable

                        --

   

             100,000

   

Total current liabilities

           1,286,887

   

          1,123,823

   

Stockholders’ Deficit:

   

Common stock - par value $.01

   

Authorized - 50,000,000 shares

   

Issued and outstanding – 36,566,023 and 22,237,793 shares, respectively

365,660

   

222,378

Additional paid-in capital

20,082,308

   

19,355,796

Retained deficit

        (21,204,603)

   

       (20,309,743)

   

(756,635)

   

(731,569)

Less subscriptions receivable

             (103,238)

   

            (122,774)

   

Total stockholders' deficit

             (859,873)

   

            (854,343)

   

   

             $427,014

   

             $269,480

   

   

   

*The accompanying notes are an integral part of these financialstatements.*

**QUINTEK TECHNOLOGIES, INC.**

 

**Statements of Operations**

 

**(Unaudited)**

 

 

Three Months Ended   

 

Nine Months Ended     

 

March31,           

 

March31,           

 

2002     

 

2001    

 

2002    

 

2001    

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

(Unaudited)

 

 

 

 

 

**Sales**

$121,084

 

$79,692

 

$333,472

$546,642

 

 

 

 

 

**Cost of Sales**

         35,831

 

        73,830

 

      141,195

       327,272

 

 

 

 

 

Gross margin

         85,253

 

          5,862

 

      192,277

 

       219,370

 

 

 

 

 

**Operating Expenses****:**

 

 

 

 

Selling, general, and administrative expenses

136,554

 

157,298

 

522,962

 

519,009

 

Stock-based compensation for services

                 --

 

        73,393

 

      343,414

 

      369,157

 

 

 

 

 

       136,554

 

       230,691

 

       866,376

 

       888,166

 

 

 

 

 

Loss from operations

      (51,301)

 

    (224,829)

 

    (674,099)

 

    (668,796)

 

 

 

 

 

**Other Income (Expense****):**

 

 

 

 

Other income

6,659

 

1,351

 

16,364

 

13,871

 

Interest expense

(21,601)

 

(20,979)

 

(50,124)

 

(34,179)

 

Share of net loss in unconsolidated affiliate

(183,276)

 

--

 

(186,201)

 

--

 

Acquisition expense

                 --

 

    (100,000)

 

                 --

 

    (100,000)

 

 

 

 

 

    (198,218)

 

    (119,628)

 

    (219,961)

 

    (120,308)

 

 

 

 

 

Net loss before taxes

(249,519)

 

(344,457)

 

(894,060)

 

(789,104)

 

 

 

 

 

**Provision For Income Taxes**

              800

             800

 

             800

 

              800

 

 

 

 

Net loss

  $(250,319)

  $(345,257)

 

  $(894,860)

 

  $(789,904)

 

 

 

 

**Net Loss Per Share****:**

 

 

 

Basic and diluted

        $(0.01)

        $(0.02)

 

        $(0.03)

 

        $(0.04)

 

*The accompanying notes are an integral part of these financialstatements.*

**QUINTEK TECHNOLOGIES, INC.**

**Statements of Cash Flows**

**(Unaudited)**

Nine MonthsEnded        

March 31,  2002     

   

March 31,   2001     

(Unaudited) 

   

(Unaudited) 

   

**Net Cash Used in Operating Activities**

     $(268,989)

   

    $(350,084)

   

**Net Cash Provided By (Used in) Investing Activities**

2,400

   

(2,837)

   

**Cash Flows From Financing Activities:**

   

   

Cash received from issuance of common stock

261,451

   

251,847

Other financing activities

             3,035

   

           98,462

   

Net cash provided by financing activities

         264,486

   

         350,309

   

**Net Decrease in Cash**

(2,103)

   

(2,612)

   

**Cash, Beginning of Period**

             3,073

   

             9,355

   

**Cash, End of Period**

             $ 970

   

          $ 6,743

**

*The accompanying notes are an integral part of these financialstatements.*

**QUINTEK TECHNOLOGIES, INC.Notes to the Financial StatementsAs of March 31, 2002(Unaudited)**

**(1)        Basis of Presentation**            In the opinion of management, the accompanying unauditedfinancial statements of Quintek Technologies, Inc. (the “Company”) include all adjustments (consisting only of normalrecurring adjustments) considered necessary to present fairly its financial position as of March 31, 2002, the results ofoperations for the nine and three months ended March 31, 2002 and 2001, and cash flows for the nine months ended March 31, 2002 and2001.  The results of operations for the nine and three months ended March 31, 2002 and 2001, are not necessarily indicativeof the results to be expected for the full year or for any future period.  The information includedin this Form 10-QSB should be read in conjunction with Management’s Discussion and Analysis and financial statements andnotes thereto included in the Company’s 2001 Form 10-KSB.

**(2)        Going Concern**         The accompanying financial statements have beenprepared in conformity with generally accepted accounting principles, which contemplate continuation of the Company as a goingconcern; however, the Company has sustained substantial operating losses.  In view of this matter, realization of a majorportion of the assets in the accompanying balance sheet is dependent upon continued operations of the Company, which in turn isdependent upon the Company’s ability to meet its financing requirements, and the success of its future operations.            The Company’s management is unable to determine how longits cash flow will sustain its operations or whether certain creditors will initiate actions to collect amounts due. Accordingly, the Company will require an additional capital infusion or revenues from additional sales to continueoperations.  Management is not certain if additional capital or sales proceeds will become available and is considering otherstrategic alternatives, which may include a merger, asset sale, or another comparable transaction, or financialrestructuring.  If unsuccessful in completing a strategic transaction, the Company may be required to cease operations.**(3)        Investments**          The investment held by the Company consists of an 8.516% ownership interestin PanaMed, Inc., a C corporation at March 31, 2002.  The Company exerts significant influence over PanaMed, Inc. because ofcommon management; therefore, the investment is accounted for using the equity method of accounting.

**QUINTEK TECHNOLOGIES, INC.Notes to the Financial StatementsAs of March 31, 2002(Unaudited)**

**(3)        Investments (Continued)**            Pertinent financial information forthe Company is as follows:

  

**Mar. 31, 2002**

  

  (Unaudited)  

Balance sheet:

  

Assets

  

        $ 191,429

  

Liabilities

  

$6,399

Equity

  

           185,030

  

  

        $ 191,429

  

****

**   **

**3 months ended**

**      **

**9 months ended**

**   **

**Mar. 31, 2002  **

**      **

**Mar. 31, 2002  **

Income statement:

**   **

   

Revenues

**   **

  $                       --

**      **

  $                     --

   

Expenses

**   **

           (3,585,575)

**      **

         (3,614,828)

   

   

**   **

**      **

   

   

Net loss

**   **

(3,585,575)

**      **

(3,614,828)

   

   

**   **

  x             8.516%

**      **

  x           8.528%

   

   

**   **

**      **

   

Company’s share of net loss

**   **

  $          (305,350)

**      **

  $        (308,275)

   

Investment, beginning of period

**   **

                183,276

**      **

               183,276

   

   

**   **

   

Share of net loss in excess of investment

**   **

  $          (122,074)

**      **

  $        (124,999)

**(4)     Net Loss per Share**

Basic net loss per share is based on the weighted average number of common shares outstanding of 32,232,302 and 19,786,358, for thenine month periods ended March 31, 2002 and 2001, respectively.  The weighted average number of common shares outstanding forthe three-month periods ended March 31, 2002 and 2001 was 36,460,204 and 21,475,676, respectively.  The basic and diluted netloss per share calculations are the same because potential dilutive securities would have had an antidilutive or immaterial effect.Securities that were not included in the net loss per share calculation because they were antidilutive consist of the convertiblebonds and warrants.

**QUINTEK TECHNOLOGIES, INC.Notes to the Financial StatementsAs of March 31, 2002(Unaudited)**

**(5)        Inventory**Inventory consists of aperture cards, parts and supplies, and completed machines, and is stated at the lower of cost ormarket.  Cost is determined on a FIFO (first-in, first-out) basis.

Inventories are summarized as follows:

**Mar. 31, 2002**

**      **

**June 30, 2001**

      

Parts and supplies

$         363,032

      

$         333,854

Aperture cards

--

      

3,877

Reserve for obsolescence

        (297,644)

      

        (297,644)

      

$           65,388

      

$           40,087

**(6)        Convertible Bonds**

Bonds payable with interest at 9%, due on various dates      in 2001 and 2002, convertible to shares of common stock in      increments of $1,000 or more.

       

$    270,264

Bonds payable with interest at 12%, due July 2002,      convertible to shares of common stock in increments of      $500 or more.

       

        71,141

       

       

$    341,405

Certain of the outstanding convertible bonds have matured as of March 31, 2002.  Theholders of the matured bonds do not wish to renew the bonds and have asked for payment; however, the Company does not have the cashto repay these bonds.

**(7)        Notes Payable – Stockholders**

Notes payable to stockholders, due on demand, unsecured, with      interest at 12% per annum.

    

$    43,000
****
**QUINTEK TECHNOLOGIES, INC.Notes to the Financial StatementsAs of March 31, 2002(Unaudited)**

**(8)        Factoring Payable**The Company has entered into an arrangement with a factoring company (the “Factor”) to factor receivables withrecourse. The Factor funds 85% of the face value of approved invoices and retains the remaining 15% as a deposit against its fees.The factoring fee is 1% of the factored amount for every 10 days of use. The deposit, less fees, is refunded to the Company oncepayment is received from the customer. The Company records a factoring payable liability for the amount of the funds received fromthe Factor.  When payment is ultimately received from the customer, the factoring payable and the related receivable areremoved from the balance sheet.  At March 31, 2002, the Company had a factoring payable balance of $130,490.**(9)        Stockholders’ Deficit***a.         Common Stock and Warrants*The Company has authorized 50 million shares of $0.01 par value common stock.  Each share entitles the holder to onevote.  There are no dividend or liquidation preferences, participation rights, call prices or rates, sinking fundrequirements, or unusual voting rights associated with these shares.  At March 30, 2002 there were 36,566,023 shares of commonstock issued and outstanding.  During the nine months ended March 31, 2002 the Company issued warrants in connection with itsPlan of Reorganization and in connection with the issuance of restricted common stock.  Upon surrender of a warrant, theholder is entitled to purchase one share of the Company’s common stock at the strike price.  For each class, the numberof warrants outstanding, the strike price and the expiration dates are as follows:

*                          *

*Class B*– 943,185 warrants on non-restricted stock witha strike price of $2.00 per share, expiring on May 31, 2002

*                          *

*Class C*– 1,388,286 warrants on non-restricted stockwith a strike price of $3.00 per share, expiring on May 31, 2002.

*                          *

*Class D*– 1,388,286 warrants on non-restricted stockwith a strike price of $4.00 per share, expiring on May 31, 2002.

*                          *

*Class H*– 1,026,844 warrants on restricted stock with astrike price of $4.00 per             share, expiring on October 1,2002.

*                          *

*Class J –*6,458,384 warrants onrestricted stock with a strike price of $1.00 per share, expiring on January 14, 2004

At March 31, 2002, the outstanding warrants of classes E, F, G, and I haveexpired.
****
**QUINTEK TECHNOLOGIES, INC.Notes to the Financial StatementsAs of March 31, 2002(Unaudited)**

****(9)        Stockholders’ Deficit (Continued)***b.         Common Stock Reserved*At March 31, 2002, common stock was reserved for the following reasons:

Conversion of bonds

     

341,405 shares

Exercise of stock options

     

2,015,000 shares

Exercise of common stock warrants

     

16,303,203 shares

*c.         Stock Option Agreements*The Company has granted fixed employee stock-based compensation options. The fixed option agreementstypically have a maximum term of 5 years and are fully vested at the date of grant.The fair value of each option granted is estimated on the grant date using the Black-Scholes Model.  The following assumptionswere made in estimating fair value:

Fixed 

Options

*Dividend yield*

0.00%

*Risk-free interest rate*

6.27%

*Expected life*

5 Years

*Expected volatility*

112.20%

*c.         Stock Option Agreements(continued)*Had compensation cost been determined on the basis of fair value pursuant to FASB Statement No. 123, net lossand loss per share would have been reduced as follows:

**QUINTEK TECHNOLOGIES, INC.Notes to the Financial StatementsAs of March 31, 2002(Unaudited)**

**(9)        Stockholders’ Deficit (Continued)**

**Three Months Ended    **

**    **

**Nine Months Ended    **

**Mar. 31, 2002**

**    **

**Mar. 31, 2002**

Net loss:

    

As reported

$       (250,319)

    

$       (894,860)

Pro forma

$       (250,319)

    

$      (894,860)

    

Basic loss per share:

    

As reported

$             (0.01)

    

$             (0.03)

Pro forma

$             (0.01)

    

$             (0.03)

    

Diluted loss per share:

    

As reported

$             (0.01)

    

$             (0.03)

Pro forma

$             (0.01)

    

$             (0.03)

The following is a schedule of the weighted average exercise price and weighted average fair value in accordance with SFAS123:

Weighted     Average    

       

Weighted   Average  

Exercise Price

       

Fair Value 

Exercise price:

Equals market price

$

                 --

       

$

              --

Exceeds market price

$

            1.00

       

$

          0.81

Less than market price

$

                --

       

$

              --

The Company applies APB Opinion 25 in accounting for its fixed stock compensation.   Compensation cost charged tooperations for the nine months ended March 31, 2002 was $0. 

**QUINTEK TECHNOLOGIES, INC.Notes to the Financial StatementsAs of March 31, 2002(Unaudited)**

**(9)        Stockholders’ Deficit (Continued)***c.         Stock Option Agreements (continued)*Following is a summary of the status of the stock option agreements during the nine months ended March 31, 2002:

Number of

       

Weighted Avg.

Shares   

       

Exercise Price 

       

Outstanding at July 1, 2001

2,015,000

       

$1.01

       

Granted

--

       

--

Exercised

--

       

--

Forfeited

                 --

       

--

       

Outstanding at March 31, 2002

   2,015,000

       

1.01

       

Options exercisable at March 31, 2002

   2,015,000

       

1.01

Following is a summary of the status of the stock option agreements outstanding at March 31, 2002:

    

    

Weighted Average

    

    

    

Remaining

    

Weighted Average

Exercise Price Range

    

Number

    

Contractual Life

    

Exercise Price

    

    

    

$1.00 – $4.00

    

2,015,000

    

22 months

    

$1.01

**QUINTEK TECHNOLOGIES, INC.Notes to the Financial StatementsAs of March 31, 2002(Unaudited)**

**(10)    Commitments and Contingencies***a.         SEC Inquiry*During the first quarter of 2002, the Company learned the Securities and Exchange Commission hasundertaken an informal inquiry to determine whether violations of federal securities laws may have occurred in connection withsales of securities issued by the Company or the Company’s affiliate, Panamed Corporation. The Company believes that theinquiry relates mainly to press releases issued in October 2001 about the formation of PanaMed and in January and March 2002 aboutthe attempts to begin selling equipment in Central Europe, and about the trading patterns in the Company’s securities aroundthe time those announcements were made.  The Company does not believe the inquiry will have an adverse effect on the financialstatements.In October 2001, the Company sold 2,000,000 shares of common stock to an investor.  The agreement stipulated that the Companywould file a registration statement for the investor’s stock within 30 days of the sale.  As of March 31, 2002, theregistration statement has not been filed.  The Company is negotiating a settlement to the agreement.**(11)     ****Subsequent Events**Subsequent to March 31, 2002, the Company issued 2,743,523 shares of restricted common stock for cash in the amount of$139,102.  Additionally, 51,462 shares of restricted common stock were issued from the conversion of convertible bonds.

**Item 2.  Management’s Discussion and Analysis****1.1       Results of Operations**Our revenues totaled $333,472 and $546,642 for the nine months ended March 31, 2002 and 2001, respectively, a decrease of $213,170(39%) due primarily to a decrease in machine sales. Our revenues totaled $121,084 and $79,692 for the three months ended March 31,2002 and 2001, respectively, an increase of $41,392 (52%).  The majority of equipment sales in the prior year occurred in thethree months ended December 31, 2000. For the nine months ended March 31, 2002 and 2001, cost of sales was $141,195 and $327,272, respectively, a decrease of $186,077(57%).  For the three months ended March 31, 2002 and 2001, cost of sales was $35,831 and $73,830, respectively, a decrease of$37,999 (51%).  The decrease in cost of sales is due to a decrease in machine sales.  Our cost of sales for both periodsconsisted mostly of labor and production costs. Operating expenses totaled $866,376 for the nine-month period ended March 31, 2002 as compared to $888,166 for the priornine-month period.  Operating expenses totaled $136,554 and $230,691 for the three months ended March 31, 2002 and 2001,respectively, a decrease of $94,137 (41%).  This decrease is due primarily to a reduction in stock based compensationexpenses.Other expenses of $219,961 for the nine-month period ended March 31, 2002, and $198,218 for the three-month period ended March 31,2002, consists primarily of our share of the loss of PanaMed, Inc.  Our investment in PanaMed, Inc., is accounted for usingthe equity method.  Under this method of accounting, the investment is carried at cost, adjusted for our proportionate shareof undistributed earnings or losses.We incurred acquisition expenses of $100,000 and $600,000 in the twelve months ended June 30, 2001 and 2000, respectively. In thequarter ended March 31, 2000, we acquired Juniper Acquisition Corporation, a blank check corporation that was registered with theSecurities and Exchange Commission under the Securities Exchange Act of 1934. We incurred acquisition expenses of $600,000 in thenine months ended March 31, 2000, and $100,000 in the six months ended June 30, 2001, in connection with the Juniper acquisition.We acquired Juniper in order to comply with the OTC Bulletin Board requirement that all issuers must be registered with the SECunder the Exchange Act, in order to continue to be quoted on the OTC Bulletin Board.**1.2      ****Liquidity and capital resources******We have historically financed operations from the sale of common stock and the conversion of common stock warrants.  At March31, 2002, we had cash on hand of $970 and working capital of $(1,002,949) as compared to cash on hand of $3,073 and working capitalof $(1,022,410) at period-end, June 30, 2001.Net cash used in operating activities of $268,989 and $350,084 for the nine months ended March 31, 2002 and 2001, respectively, isattributable primarily to operating losses as adjusted for stock based compensation.  Net cash provided by investing activities of $2,400 for the nine months ended March 31, 2002 consists of purchases of fixed assetsand shareholder repayments on notes receivable.  Net cash used in investing activities of $2,837 for the nine months endedMarch 31, 2001 consists of purchases of fixed assets and shareholder payments of notes receivable.Net cash provided by financing activities of $264,486 for the nine months ended March 31, 2002 is due to cash received from theissuance of common stock, borrowing on convertible bonds, and other miscellaneous adjustments.  Net cash provided by financingactivities of $350,309 for the nine months ended March 31, 2001 is due primarily to cash received from the issuance of common stockless payments on convertible bonds.During the first quarter of 2002, we learned the Securities and Exchange Commission has undertaken an informal inquiry to determinewhether violations of federal securities laws may have occurred in connection with sales of securities issued by our affiliate,PanaMed Corporation or us. We believe that the inquiry relates mainly to press releases issued in October 2001 about the formationof PanaMed and in January and March 2002 about our attempts to begin selling equipment in Central Europe, and about the tradingpatterns in our securities around the time those announcements were made.   We occasionally enter into factoring agreements with a factoring company (the "Factor").  The Factor funds 85% of the facevalue of approved invoices and retains the remaining 15% as a deposit against its fees.  When payments are remitted to theFactor, the deposit, less fees ranging from 1% to 15%, is refunded.  Fees are determined based on the length of time theinvoice is outstanding. We have accrued substantial payroll costs over the past twelve months that are unpaid as of March 31, 2002.  These payrollcosts are paid intermittently as cash becomes available.  In addition, we assumed certain payroll tax liabilities as theresult of the merger with Pacific Diagnostic Technologies, Inc., on January 14, 1999.  We have negotiated a payment plan withthe Internal Revenue Service to pay the payroll taxes assumed in the merger.We believe that the receipt of net proceeds from the sale of the common stock and the exercise of common stock warrants plus cashgenerated internally from sales will be sufficient to satisfy our future operations, working capital and other cash requirementsfor the remainder of the fiscal year. However, if we are unable to raise sufficient capital, we may need sell certain assets, enterinto new strategic partnerships, or merge with another company to effectively maintain operations. Our audit for the years endedJune 30, 2001 and 2000, contained a going concern qualification.**Part II. Other Information********Item 2.  Changes in Securities and Useof Proceeds******From December 31, 2001, to March 31, 2002, we issued 543,706 shares of our restricted common stock in transactions that were notregistered under the Securities Act of 1933, as follows:(A) On January 8, 2002, we sold 360,000 shares of restricted common stock at an average price of $0.05 per share to threeindividuals in reliance on the exemption contained in Section 4(2) of the Securities Act of 1933, for a total consideration of$23,000.  The closing price of our common stock on the OTC Bulletin Board on the day these shares were sold was $0.21 pershare.(B) In January 2002, we issued 129,229 shares of free trading stock to one company for a total of $6,461 upon exercise of Class Bwarrants under a special agreement. The agreement allowed reduction of the strike price to $0.06 per share under the condition theypurchase an equal number of shares of restricted common stock, if requested by Quintek within 120 days, at the price of  $0.5per share.  The closing price of our common stock on the OTC Bulletin Board on the day these shares were sold was $0.15 pershare.  These Class B warrants originally had been issued as part of the plan of reorganization of our predecessor, PacificDiagnostics Technologies, Inc., in 1999, and the stock issued on exercise of the warrants was issued in reliance on the exemptionfrom contained in Section 1145 of the U.S. Bankruptcy Code.(C) We entered a special agreement, executed by the purchaser on March 15, 2002, to sell 105,000 shares of our common stock to onecompany upon the exercise of warrants.  The agreement allowed a reduction of the strike price to $0.10 per share under thecondition that they exercise the warrants within 60 days and that they purchase an equal number of shares of restricted commonstock, if requested by Quintek within 120 days, at the price of  $0.06 per share.  The closing price of our common stockon the OTC Bulletin Board on March 15, 2002, was $0.18 per share.   On March 19, 2002, we sold 54,477 shares of stock tothe purchaser for $5,447 upon the exercise of Class D warrants under this agreement.  The closing price of our common stock onMarch 19, 2002, was $0.18 per share.  The purchaser exercised the remainder of the warrants at the reduced, $0.10 per shareprice, after the close of the quarter.   These Class D warrants originally had been issued as part of the plan ofreorganization of our predecessor, Pacific Diagnostics Technologies, Inc., in 1999, and the stock issued on exercise of thewarrants was issued in reliance on the exemption from contained in Section 1145 of the U.S. Bankruptcy Code.**Item 3. Defaults Upon Senior Securities**At March 31, 2002, we were in default on payment of $211,064 of convertible bond indebtedness. These bonds matured during 2001 buthave not been repaid. Our total bond indebtedness at December 31, 2001 was $351,405 including the amount in default. Interestcontinues to accrue on the defaulted indebtedness. At May 15, 2002, the amount remaining due and unpaid on the defaultedindebtedness was $160,164.The convertible bonds are unsecured, general obligations of Quintek which are convertible into common stock at the option of theholders. The holders of the bonds that are in default have indicated that they do not want to convert their debt to stock and wishto be repaid in cash. At present we do not have funds to repay the indebtedness. We do not know whether we will be able to repay orrenegotiate the debt. If we are unable to cure the default or renegotiate our debt, we may not be able to continue as a goingconcern.**Item 4. Exhibits and Reports on Form 8-K*******Exhibits***None*Reports on Form8-K***We filed no reports on Form 8K during the three month period ended March 31, 2002.

**S****ignatures**

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on itsbehalf by the undersigned hereunto duly authorized.**QUINTEK TECHNOLOGIES, INC.**

Date:  May 28, 2002

      

*   Thomas W.Sims               *

      

Thomas W. Sims, President