EXHIBIT 13





<PAGE>

                                                                       [PICTURE]



SOLUTIONS for today's WORKPLACE



JOULE 2001 Annual  Report



[PICTURE]

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[PICTURE]


                                     JOULE

     Joule is a publicly owned American Stock Exchange staffing services company
founded over 35 years ago, that  specializes in changing the "fixed overhead" of
Fortune 500 companies into "variable  overhead" through  outsourcing of non-core
staffing needs.

     Outsourcing  allows a company to turn over various  support  positions  and
functions to specialized  outside vendors so that it can concentrate on building
and managing  its core  business.  At the same time,  it enjoys the benefit of a
more variable cost structure  along with improved  quality since the outsourcing
vendor must be competitive  as well as specialized in its field.  Today's global
economy  demands that companies  constantly  strive to become more efficient and
flexible in order to survive and prosper.

     Joule  accomplishes  this by supplying  thousands of employees each year to
its  customers  who are  billed on an hourly  basis as well as other  full value
services.  Joule's specialized  approach in providing solutions greatly enhances
its value and effectiveness in the present competitive environment.

     As companies continue to re-engineer their operations and processes, market
opportunities  have continued to develop for Joule.  More and more companies are
seeking the advantages of outsourced  staffing and services,  thereby  improving
the quality of their support services while also better controlling their costs.
Joule believes this trend toward  outsourcing  will continue to offer  excellent
growth opportunities in the future.

[THE FOLLOWING TABLE WAS REPRESENTED BY GRAPH IN THE PRINTED MATERIA.]



Selected Financial Information

<TABLE>
<CAPTION>
                                                          Years Ended September 30,
---------------------------------------------------------------------------------------------
(In thousands, except per share data)          2001      2000      1999      1998       1997
---------------------------------------------------------------------------------------------
<S>                                          <C>       <C>       <C>       <C>        <C>
Revenues                                     $78,654   $76,504   $68,153   $55,301    $48,590

Net Income                                       622       845       720       706      1,066

Net Income Per Share Basic and Diluted          0.17      0.23      0.20      0.19       0.29

Total Assets                                  18,180    16,352    18,376    12,913     10,843

Long-Term Debt                                    --        --        --       381        406

Non-Current Capital Lease Obligations            207        --        --        --         --
---------------------------------------------------------------------------------------------
</TABLE>

<PAGE>

Letter to Our  Stockholders

                                                                       [PICTURE]

                                     Joule

While the staffing  industry faced a year of contraction,  our company's ability
to react quickly and effectively to challenging  market conditions allowed us to
achieve  another record setting year. In 2001, our sales increased to almost $79
million,  a new record,  while our gross margin as a  percentage  of those sales
improved  substantially  year-over-year from 19.1% to 19.8%. Despite the rapidly
weakening economy, our growth momentum accelerated during the second half of the
year.  While  overall  profits  were down for the full year,  our  profitability
turned positive during the second half--and remains strong. We remain optimistic
that these trends will continue well into next year.

     In addition to setting a new sales record, Joule opened four new offices in
high-growth locations,  made significant  investments in information technology,
and continued our  leadership in providing  value added  services to our growing
list of clients,  particularly  in New Jersey--our  primary market.  Despite the
national economic  downturn,  the New Jersey market has been remarkably  strong,
and we  continue  to  expand  our  presence  there.  Joule is now the  preferred
clerical staffing firm for the New Jersey state  government,  and we continue to
improve  our  long-term  relationships  with the state's  robust  pharmaceutical
industry.

     As for our  future  growth  opportunities,  Joule is  extraordinarily  well
positioned to take  advantage of any rebound in the national  economy.  In 2001,
our strong  financial  condition,  coupled with our  accelerating  sales growth,
allowed us to continue to strengthen our organization,  which, we believe,  will
bring direct value to both our clients and shareholders in the years ahead.

Mid-Course Changes

As the  nation's  economy  continued  to cool last year,  we adjusted our growth
strategy to meet these new  challenges.  During the second and third quarters of
the year, we  consolidated  or closed seven  facilities,  which resulted in cost
savings that helped the last half of the year.  At the same time,  we reinvested
some of those  cost  savings  into four new  offices,  all built  around  strong
customer  relationships  in  growing  markets.  Our  Joule  Technical  office in
Bluebell,  Pennsylvania--the  heart of that state's  computer and  biotechnology
industries--was  officially  opened in 2001.  That  office,  one of our  fastest
growing,  expanded to a full time staff of five over the course of the year.  In
addition, we opened an Industrial Services office in Mobile, Alabama, as well as
new  Commercial   Staffing   offices  in  Red  Bank  (NJ)  and  in  Dover  (NJ),
strengthening our New Jersey presence.

Competitive Advantages

In a  rapidly  changing  marketplace,  our  key  competitive  advantage  is  our
specialty-focused   strategy.   We  offer  clients  three  separate  and  highly
responsive  specialties--Technical  Staffing, Commercial Staffing and Industrial
Services. Our focus on these three areas not only allows Joule to provide higher
quality  services to clients,  it continues  to deliver the  greatest  long-term
benefit to our shareholders.  The fact that our gross margins increased again in
2001 is a strong  indication  that clients  recognize  the  advantages  of those
services.

     Not only is Joule a primary  choice for most  mid-market  clients,  but our
broad  regional  presence  makes us the ideal  provider  for major  firms in the
Northeast searching for the kind of high quality technical staffing,  commercial
staffing and industrial services they can't get from either large national firms
or small local firms.

Division Performances

Technical Staffing is our fastest growing division,  and continues to be a solid
contributor  to our financial  success.  Our skilled  technical  and  scientific
professionals  remain in great  demand,  irrespective  of the  current  economic
climate.  As their  experience  and skills  develop,  so does their worth in the
marketplace, providing even greater value to our technical clients.

     In 2001, we sought to increase the depth of our technical talent,  focusing
on increasing our share of  project-based  staffing,  direct placement and other
high margin  services.  These  offerings  add an important  new dimension to our
business,  and  will  help  cement  relationships  with our  Technical  Staffing
clients,  especially in the rapidly  growing  pharmaceutical  and  biotechnology
industries.  With new  offices and our ongoing  emphasis on  specialty  clinical
staffing, Joule is poised to take full advantage of that future growth.

     Commercial  Staffing  continued  its  outstanding  performance  in 2001. We
continue to win and retain client accounts based on our clients'  preference for
the high  level of  personalized  service  and  professionalism.  Backed  by the
strongest sales organization in our history, and an effective management team at
all  levels,  Commercial  Staffing  achieved  improvements  in gross  margin and
operating  income.  While  Industrial  Services  had a  challenging  first half,
momentum in that segment of our business improved significantly in the last half
of the year.

Technology Improvements

This  year,  we made  substantial  investments  in our  technology  to  increase
individual   productivity   and  upgrade   our   financial   management   system
capabilities. In a knowledge driven business, these new investments will help us
utilize our proprietary knowledge base to the best advantage of our clients, and
the  long-term  expectations  of our  shareholders.  As a direct result of these
investments,  we now have a solid platform on which to increase our  competitive
advantage in the marketplace.

     Joule intends to maintain its  competitive  momentum in all of our business
specialties,  maximizing  our  significant  long-term  growth  potential for the
benefit of our clients and our  shareholders.  Our goal has never been to be the
biggest in the staffing  industry,  but to be the best. Our emphasis on quality,
our  focus on  specialized  services,  plus the  talent  and  experience  of our
management and staff were critical to generating our positive 2001 results. They
will continue to be a foundation for growth and success in 2002 and beyond.


/s/ Emanuel N.  Logothetis              /s/ John G.  Wellman,  Jr
--------------------------              --------------------------
Emanuel N.  Logothetis                  John G.  Wellman,  Jr
Chairman and                            President and Chief Operating  Officer
Chief Executive  Officer


                                                                          Page 1

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                                      Joule

Remembering  That We Provide Solutions
--------------------------------------------------------------------------------

Clients are  increasingly  turning to Joule to make their lives easier and their
businesses more  successful over the long-term.  Our size and specialty focus in
technical  staffing,  commercial  staffing and  industrial  services give us the
perfect blend of resources and  flexibility  to  successfully  meet the changing
dynamics of our clients' business needs.

With the rapid  growth of the economy  and the tight labor  market over the last
few years,  both clients and the staffing  industry  have become  accustomed  to
having staff requirements filled with inexperienced,  under qualified, and often
mismatched  applicants  in  order  to  solve  the  current  crisis  of the  day.
Unfortunately,  these  short-term  solutions  inevitably  burden  companies with
long-term costs associated with lower staff productivity, poor work quality, and
high  turnover--all  of which lead to even higher  training  costs as management
struggles to cope with an increasingly chaotic workplace.

     In today's fast moving business  environment,  clients need more than "warm
bodies" to fill key positions.  They should have the right people with the right
experience in the right place--all at the right time. In short, they need a firm
who can be a strong working partner, who understands their real needs--a partner
they can trust to provide not only staff but,  more  importantly,  efficient and
effective staffing solutions.

     While much of the staffing  industry may have  forgotten why they're in the
business,  Joule never has.  Instead of shortsighted  fixes, we take a long-term
perspective,  safeguarding our clients'  critical human resource  investments by
helping  them  find the right  solutions,  assigning  the  right  staff and then
focusing on staff  retention  in order to  maximize  their  contribution  to the
client's success.

     At Joule,  helping our clients' businesses achieve long-term success is our
major objective--whether it's meeting a critical milestone,  staffing a new drug
development project,  expanding industrial production, or rolling out the latest
computer technology.


                    Something we do 24/7, year in, year out.

                   Performance like this doesn't just happen.

                              It starts with Joule.


Page 2

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[PICTURE]

Technical Staffing

Joule  Technical  Staffing  is the  premier  regional  provider  of  scientific,
engineering and information  technology  professionals  in the  Mid-Atlantic and
Southeastern  regions of the United  States.  In fiscal  2001 Joule  Technical's
business continued to grow, resulting in our seventh consecutive year of revenue
growth.

     Our business  relationships  are founded on our  commitment  to provide the
best available  professional  talent to our clients.  Strengthening and building
key  client   relationships   combined  with   specialized,   focused  candidate
recruitment   and  selection   strategies  are  unique   cornerstones  of  Joule
Technical's customer service program. In today's economy,  these strategies have
enabled us to successfully win new clients and expand existing relationships.

     During 2001 we enlarged our operation in the Greater  Philadelphia  region,
expanded our Clinical  Staffing niche,  focused a portion of our team on meeting
the needs of our marine and shipbuilding clients in the Southeast,  and launched
"Mercer  Harding  Associates"--a  business  team  dedicated  to  supporting  our
clients' needs for highly skilled IT Network professionals.

     In fiscal 2002 we are committed to further expand and develop our sales and
recruiting  teams in order to better serve our growing  client base,  accelerate
geographic and niche  expansion into new profitable  markets,  and fully utilize
technology to drive productivity and efficiency for our company and our clients.

     Our dedication to quality and individual  customer service will continue to
elevate Joule Technical above the rest of our industry and ensure we continue to
be our clients' preferred solution for fulfilling their critical, highly skilled
staffing requirements.

                                   TECHNICAL

Providing contract staff, direct placement services and single source management
programs in the following discipline areas:

Scientific

Chemists,   biologists,   biochemists,    pharmacologists,   clinical   research
associates,   clinical  data  coordinators,   drug  safety   specialists,   drug
information specialists, clinical programmers, process validation professionals,
chemical operators, and laboratory technicians

Engineering

Engineers,   designers,   project  managers,   CAD  professionals,   architects,
inspectors, schedulers, planners, and purchasing professionals

Information Technology

Network engineers, LAN/WAN administrators,  network security specialists, system
architects, and statistical programmers

[PICTURE]

[PICTURE]


     "Joule  Technical's  staffing  and  operations   performance  is  not  only
excellent,  but they have established  themselves as a valuable  resource to our
entire organization."

                                                                          Page 3
<PAGE>

Industrial  Services

"Joule's work was done quickly,  correctly and  safely...completed  all of their
assigned jobs ahead of schedule and we were able to utilize their available time
to address additional projects without a major increase in the budget."

Unlike Joule's other two specialty business units,  Industrial Services is not a
provider  of  temporary  staffing  services.  Instead  it offers a full range of
outsourced  industrial services solutions addressing the support and maintenance
of America's business operations.

     Outsourcing  non-core  activities and functions over the past ten years has
become a standard in  American  business.  Typically  American  businesses  have
scaled back their internal organizations and instead have increased their use of
specialty firms on a "just in time" basis in order to maintain and install their
capital equipment.  Irrespective of how businesses  approach these requirements,
they must maintain and upgrade the  productivity  of their  existing  industrial
facilities every year and install over $1 trillion of new investment annually.

     Joule's  Industrial  Services  provides our clients two  separate  lines of
services, covering the complete spectrum of outsourcing requirements.

     o    Joule Industrial  Contractors provides industrial contracting services
          anywhere  in the  United  States,  supporting  our  client's  needs to
          install new equipment,  perform scheduled and unscheduled  maintenance
          and provide specialty project support.  Additionally we have developed
          industry   specializations   that   are   deployable   nationwide   in
          petrochemical    operations,    waste-to-energy    equipment,    paper
          manufacturing  facilities and conveyor  installation for manufacturing
          and  distribution  industries.  Supporting  these efforts,  Industrial
          Contractors has developed expertise in all crafts required,  including
          scaffolding,  in order to offer a complete  solution  for our  client.
          During 2001 Industrial  Contractors continued to expand its geographic
          presence  with a new  office in  Mobile,  Alabama,  offering  enhanced
          support  to our  clients  in the  Southeastern  region  of the  United
          States.

     o    Joule Technical  Services  focuses on our client's desire to outsource
          facilities   maintenance   and   management,   including  power  plant
          operations,  as well as in-house maintenance  operations.  During 2001
          Technical  Services  continued  to  add  new  clients  who  appreciate
          Technical  Services'  strengths  in  labor  relations  management  and
          facilities management competence and professionalism. Supporting these
          multi-year contractual relationships, Technical Services has an expert
          team of deployable  supervision  and craft labor staff who can address
          our clients' project and unscheduled maintenance requirements.

     Like Joule's other two specialty  business  units,  Industrial  Services is
dedicated to creating  total client  satisfaction,  focusing on a close  working
relationship  based on mutual  expectations  regarding quality of the final work
product,  mutual commitment to safety standards and trust.  Industrial  Services
nationally   will  set  the   standard  by  which   customer   service  will  be
measured.


[PICTURE]


                                   Industrial

Specializing in on-demand project and work force management  solutions utilizing
skilled craft labor in the following situations:


Industrial Contractors

Capital projects, plant shutdowns, plant turnarounds, as well as major equipment
installation and maintenance  requiring  supervision,  logistical  support,  and
skilled craft labor

Technical Services

Facilities  maintenance  and  management,   power  plant  operations,   in-house
maintenance  operations,  outsourcing,  shutdown support, and supplemental craft
labor

Craft Specialties

Welders,  pipefitters,  electricians,  carpenters,  machinists,  HVAC mechanics,
insulators,  rigging  specialists,  and  millwrights


Page 4

<PAGE>

Commercial  Staffing

Joule  Commercial  Staffing  provides   exceptional   service   specializing  in
fulfilling our clients'  professional,  clerical and light  industrial  staffing
requirements.  Our  temporary,  temp-to-hire  and  direct  hire  services  offer
flexible  choices  that will  best  address  changing  business  challenges  and
supplement the client's own core staffing capabilities.

     Our  solutions  are  built  around  four  core  competencies:   Recruiting,
Workforce Management,  Service Quality and Value Pricing.  In-depth knowledge of
our customer's needs and environment ensures  exceptional service delivery.  And
we adapt our  recruiting  efforts to meet  market  conditions.  Good people know
other good people, which is why the majority of our candidates are referrals and
reactivations. Our interview process for light industrial candidates, as well as
our expanded  skills  testing and evaluation  tools for our clerical  candidates
ensure our  recommended  employees are an exact match for our client's  openings
and, therefore, immediately productive.

     Record retention of our clients confirms that our commitments to detail and
quality are appreciated and valued by the customer.  Clients need partners,  not
vendors, to solve their organization's human resource needs.

                                   Commercial

Providing  temporary  staff,  temp-to-hire  staff,  and  direct  hire  placement
services in the following discipline areas:

Professional

Accounting, executive and senior office professional staff

Administrative

Office automation, office support, secretarial, customer service, and accounting
support

Light Industrial/ Manufacturing

Production  personnel,  warehouse  staff,  equipment  operators,  and production
supervision

[PICTURE]

"Working with Joule  Staffing has been a pleasure.  First,  the team took proper
actions to determine  our exact needs.  Second,  they searched to find the right
person at the right price.  They left no recruiting  method  unturned.  The team
always delivered. Our management staff raved about the services rendered. I will
always continue to call upon Joule Staffing Services."


                                                                          Page 5

<PAGE>

Joule Inc. and Subsidiaries

Management's  Discussion  and  Analysis of  Financial  Condition  and Results of
Operations

Results of Operations

  The following table sets forth the percentage relationship of certain items in
the Company's consolidated statements of income:

                                             Year Ended September 30,
--------------------------------------------------------------------------------

                                            2001      2000      1999
--------------------------------------------------------------------------------

Revenues                                   100.0%    100.0%    100.0%
Costs, expenses and other
  Cost of services                          80.2      80.9      81.5
  Selling, general & administrative
  expenses                                  18.2      16.6      16.3
  Interest expense--net                      0.3       0.7       0.5
Income before income tax provision           1.3       1.8       1.7
Income tax provision                         0.5       0.7       0.6
Net income                                   0.8       1.1       1.1
--------------------------------------------------------------------------------

     The Company's  revenues are derived from providing staffing services to its
customers.   Such  services  include  providing  commercial  (office  and  light
industrial)  workers,   technical   (engineering,   scientific  and  information
technology)  personnel,  and  industrial  (skilled  craft  industrial  plant and
facility  maintenance)  labor.  Virtually all revenue is billed on a direct cost
plus markup  basis.  Revenue  grew in the latter part of fiscal 2001  despite an
overall industry and economic downturn. Revenue increased 3% to $78.7 million in
fiscal 2001 from $76.5 million in 2000.  This followed a 12% increase in revenue
in  2000  from a 1999  level  of  $68.2  million.  Commercial  staffing  revenue
decreased 6% to $25.3  million in 2001,  reflective  of the top line softness of
this segment earlier in the year, partially due to a decision to focus on higher
margin business.  In 2000,  Commercial  staffing  revenue  increased 3% to $27.0
million from $26.1 million in 1999.  Technical  staffing revenue increased 8% to
$25.7 million in 2001, compared to 2000 revenue of $23.7 million,  and increased
17%  during  2000 over 1999  revenue  of $20.2  million.  The  increase  in 2000
reflects the acquisition of Ideal Technical  Services (Ideal) in May 1999, which
contributed revenue of $6.8 million in 2000 and $3.4 million in 1999. Industrial
staffing  revenue in 2001  amounted to $27.6  million,  a 7% increase  over 2000
revenue of $25.7  million,  while 2000 revenue  represented an 18% increase over
1999 revenue of $21.8 million.

     Cost of services  were 80.2%,  80.9% and 81.5% of revenues in fiscal  2001,
2000 and 1999, respectively. These expenses consist primarily of compensation to
employees on assignment to clients and related costs, including social security,
unemployment taxes, general liability and workers' compensation  insurance,  and
other costs of services,  including  travel  expenses  and a van  transportation
service which transports some commercial staffing workers to job sites.

     Selling,  general and administrative  expenses amounted to $14.3 million in
2001, compared to $12.7 million in 2000 and $11.1 million in 1999. Such expenses
were 18.2%,  16.6% and 16.3% of revenues  in 2001,  2000 and 1999  respectively.
Selling,  general and administrative  expenses include staff payroll and related
expenses  in  addition  to  advertising,  professional  fees,  depreciation  and
amortization, provision for the allowance for doubtful accounts, rent, and other
costs related to maintaining  the Company's  branch  offices.  The 2001 selling,
general and administrative  expenses increase was principally  related to higher
staff employee payroll and other branch related expenses.  The Company initiated
certain  personnel  and other branch cost  reductions  during the latter part of
2001,  which had a positive impact and will further benefit future periods.  The
year 2000  included  some  non-recurring  employee  benefit  expenses.  In 1999,
selling,  general and  administrative  expenses also included a special one-time
pre-tax  charge  of  $500,000  taken  to  establish  a  reserve  related  to the
bankruptcy of a Commercial staffing customer.

     Interest  expense  decreased  to  $357,000  in 2001 from  $550,000  in 2000
reflecting  a decrease in average  borrowings  along with  decreases in interest
rates. In 2000,  interest  expense  increased from the 1999 level of $348,000 as
average  borrowings  increased  to  support  the  Company's  continuing  growth,
including the Ideal  acquisition  in 1999, as well as higher  interest  rates in
2000.  After  giving  effect to the  utilization  of certain  tax  credits,  the
effective tax rates for 2001, 2000 and 1999 were 37%, 39% and 36%, respectively.
As a result of the above,  net income was  $622,000 or $0.17 per share basic and
diluted in 2001  compared  with $845,000 or $0.23 per share basic and diluted in
2000 and $720,000 or $0.20 per share basic and diluted in 1999.

Liquidity and Capital Resources

     Current  assets  at  September  30,  2001  were  $12,384,000   compared  to
$10,834,000  at  September  30, 2000 and  current  liabilities  were  $8,873,000
compared to $7,877,000 as of September 30, 2000.  The increase in current assets
principally relates to an increase in accounts receivable,  net of allowance for
doubtful accounts,  of $1.4 million as a result of a significant  improvement in
fourth  quarter  sales in fiscal 2001  compared  to the fourth  quarter of 2000.
While accounts  receivable  increased,  days sales outstanding  decreased due to
continued emphasis on credit and collections, including investment in additional
staff,  in 2001.  An  increase  in  prepaid  expense of  approximately  $200,000
principally  related to  prepayment  of income  taxes.  Other  assets  decreased
$249,000  principally due to the collection of a non-current  note receivable in
2001. The increase in current  liabilities  principally  results from a $270,000
increase in loans payable;  an approximate  $250,000 increase in accrued payroll
and related  taxes due to a higher  level of business in the final week of 2001;
and an approximate  $500,000  increase in accounts  payable and accrued expenses
principally  related to normal  accounts  payable  fluctuations,  a higher sales
level for September 2001 compared to September 2000 and $84,000 representing the
current portion of capitalized leases.  While the Company's capital expenditures
are relatively  modest due to the nature of its business,  $325,000 was expended
in the  current  fiscal  year  in  connection  with  the  installation  of a new
information  technology  system;  additionally,  $291,000  related to automotive
capital lease obligations has been included in property and equipment in 2001. A
related liability of $291,000 has been recorded. Employees typically are paid on
a weekly basis.  Clients generally are billed on a weekly basis. The Company has
generally  utilized  bank  borrowings  to meet its working  capital  needs.  The
Company  has a  $9,000,000  bank line of credit;  loans  thereunder  are secured
principally by receivables  with interest at LIBOR plus one and one-half percent
with a prime rate less one-half percent option; $5,250,000 was outstanding under
this line as of  September  30,  2001.  The  Company  believes  that  internally
generated funds and available  borrowings  will provide  sufficient cash flow to
meet its requirements for the next 12 months.

Forward-Looking Information

     Certain parts of this document include  forward-looking  statements  within
the  meaning  of the  federal  securities  laws  that are  subject  to risks and
uncertainties.  Factors  that  could  cause the  Company's  actual  results  and
financial condition to differ from the Company's  expectations  include, but are
not limited to, a change in economic conditions that adversely affects the level
of demand for the Company's services,  competitive market and pricing pressures,
the availability of qualified  temporary workers,  the ability of the Company to
manage  growth  through  improved  information  systems  and  the  training  and
retention  of  new  staff,  and  government   regulation.

Page 6

<PAGE>

Joule Inc. and Subsidiaries

Consolidated Balance Sheets

<TABLE>
<CAPTION>
                                                               September 30,
----------------------------------------------------------------------------------
                                                              2001          2000
----------------------------------------------------------------------------------
<S>                                                      <C>           <C>
ASSETS
CURRENT ASSETS:
  Cash                                                   $   251,000   $   237,000
  Accounts receivable, less allowance for
     doubtful accounts of $564,000 in 2001 and
     $514,000 in 2000, respectively                       11,124,000     9,749,000
  Prepaid expenses and other current assets                1,009,000       848,000
----------------------------------------------------------------------------------
      Total Current Assets                                12,384,000    10,834,000
PROPERTY AND EQUIPMENT, NET                                4,612,000     4,013,000
GOODWILL                                                   1,129,000     1,201,000
OTHER ASSETS                                                  55,000       304,000
----------------------------------------------------------------------------------
                                                         $18,180,000   $16,352,000
==================================================================================
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
  Loans payable to bank                                  $ 5,250,000   $ 4,980,000
  Accounts payable and accrued expenses                    1,783,000     1,269,000
  Accrued payroll and related taxes                        1,840,000     1,585,000
  Income taxes                                                    --        43,000
----------------------------------------------------------------------------------
      Total Current Liabilities                            8,873,000     7,877,000
----------------------------------------------------------------------------------
CAPITAL LEASE OBLIGATIONS                                    207,000            --
----------------------------------------------------------------------------------
      Total Liabilities                                    9,080,000     7,877,000
----------------------------------------------------------------------------------
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY:
  Preferred stock, $.01 par value:
    Authorized  500,000 shares,  none  outstanding                --            --
  Common stock,  $.01 par value:
    Authorized 10,000,000 shares--issued 3,826,000 and
     3,820,000 shares in 2001 and 2000, respectively          38,000        38,000
  Additional paid-in capital                               3,672,000     3,669,000
  Retained earnings                                        5,772,000     5,150,000
----------------------------------------------------------------------------------
                                                           9,482,000     8,857,000
  LESS: Cost of 144,000 shares of common stock held
     in treasury                                             382,000       382,000
----------------------------------------------------------------------------------
      Total Stockholders' Equity                           9,100,000     8,475,000
----------------------------------------------------------------------------------
                                                         $18,180,000   $16,352,000
==================================================================================
</TABLE>


The accompanying notes to consolidated financial statements are an integral part
of these statements.

                                                                      Joule Inc.
                                                                         PAGE  7

<PAGE>

Joule Inc. and Subsidiaries

Consolidated Statements of Income

<TABLE>
<CAPTION>
                                                             Years Ended September 30,
---------------------------------------------------------------------------------------------
                                                         2001           2000          1999
---------------------------------------------------------------------------------------------
<S>                                                  <C>            <C>           <C>
REVENUES                                             $78,654,000    $76,504,000   $68,153,000
---------------------------------------------------------------------------------------------
COSTS, EXPENSES, AND OTHER:
  Cost of services                                    63,059,000     61,871,000    55,548,000
  Selling, general and administrative expenses        14,332,000     12,707,000    11,130,000
  Interest expense                                       357,000        550,000       348,000
  Interest income                                        (85,000)            --            --
---------------------------------------------------------------------------------------------
Income before income tax provision                       991,000      1,376,000     1,127,000
Income tax provision                                     369,000        531,000       407,000
---------------------------------------------------------------------------------------------
Net income                                              $622,000       $845,000      $720,000
=============================================================================================
Basic and diluted earnings per share                       $0.17          $0.23         $0.20
=============================================================================================
Weighted average common shares outstanding--basic      3,682,000      3,676,000     3,673,000
Weighted average common shares and common
     equivalents outstanding--diluted                  3,682,000      3,676,000     3,673,000
=============================================================================================
</TABLE>


The accompanying notes to consolidated financial statements are an integral part
of these  statements.

Consolidated  Statements of Changes in Stockholders' Equity

<TABLE>
<CAPTION>
                                                              Additional
                                  Shares of      Common        Paid-in         Retained        Treasury
                                 Common Stock     Stock        Capital         Earnings         Stock
-------------------------------------------------------------------------------------------------------
<S>                               <C>            <C>          <C>             <C>             <C>
Balances, September 30, 1998      3,816,000      $38,000      $3,658,000      $3,585,000      $(389,000)
  Net Income                             --           --              --         720,000             --
  Exercise of Stock Options           4,000           --          11,000              --             --
-------------------------------------------------------------------------------------------------------
Balances, September 30, 1999      3,820,000       38,000       3,669,000       4,305,000       (389,000)
  Net Income                             --           --              --         845,000             --
  Stock Awards                           --           --              --              --          7,000
-------------------------------------------------------------------------------------------------------
Balances, September 30, 2000      3,820,000       38,000       3,669,000       5,150,000       (382,000)
  Net Income                             --           --              --         622,000             --
  Stock Awards                        6,000           --           3,000              --             --
-------------------------------------------------------------------------------------------------------
Balances, September 30, 2001      3,826,000      $38,000      $3,672,000      $5,772,000      $(382,000)
=======================================================================================================
</TABLE>

The accompanying notes to consolidated financial statements are an integral part
of these statements.



PAGE 8

<PAGE>


Joule Inc. and Subsidiaries

Consolidated Statements of Cash Flows

<TABLE>
<CAPTION>
                                                                                               Years Ended September 30,
---------------------------------------------------------------------------------------------------------------------------------
                                                                                      2001               2000             1999
---------------------------------------------------------------------------------------------------------------------------------
<S>                                                                               <C>               <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                                                      $   622,000       $   845,000       $   720,000
  Adjustments to reconcile net income to
     net cash flows provided by (used in)
     operating activities:
      Depreciation and amortization                                                   883,000           822,000           703,000
      Provision for losses on accounts receivable                                     358,000           250,000           778,000
      Changes in operating assets and liabilities:
        Accounts receivable                                                        (1,733,000)        2,681,000        (4,909,000)
        Prepaid expenses and other assets                                              90,000          (985,000)          116,000
        Accounts payable and accrued expenses                                         430,000          (160,000)          750,000
        Accrued payroll and related taxes                                             255,000            96,000          (404,000)
        Income taxes                                                                  (43,000)          (85,000)          204,000
---------------------------------------------------------------------------------------------------------------------------------
          Net cash flows provided by (used in)
               operating activities                                                   862,000         3,464,000        (2,042,000)
---------------------------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Acquisitions of property and equipment                                           (1,118,000)         (659,000)         (870,000)
  Acquisition of a business                                                                --                --        (1,374,000)
---------------------------------------------------------------------------------------------------------------------------------
          Net cash flows used in investing activities                              (1,118,000)         (659,000)       (2,244,000)
---------------------------------------------------------------------------------------------------------------------------------
CASH FLOWS FROM FINANCING ACTIVITIES:
  Increase (decrease) in loans payable to bank                                        270,000        (2,720,000)        4,600,000
  Payment of long-term debt                                                                --                --          (406,000)
  Proceeds from exercise of stock options                                                  --                --            11,000
---------------------------------------------------------------------------------------------------------------------------------
          Net cash flows provided by (used in)
               financing activities                                                   270,000        (2,720,000)        4,205,000
---------------------------------------------------------------------------------------------------------------------------------
NET CHANGE IN CASH                                                                     14,000            85,000           (81,000)
CASH, BEGINNING OF PERIOD                                                             237,000           152,000           233,000
---------------------------------------------------------------------------------------------------------------------------------
CASH, END OF PERIOD                                                               $   251,000       $   237,000       $   152,000
=================================================================================================================================
SUPPLEMENTAL CASH FLOW INFORMATION:
    Interest paid                                                                 $   376,000       $   558,000       $   319,000
=================================================================================================================================
    Income taxes paid                                                             $   632,000       $   624,000       $   206,000
=================================================================================================================================
SUPPLEMENTAL DISCLOSURE OF NON-CASH TRANSACTION:
    Capitalized leases                                                            $   291,000        $       --       $       --
=================================================================================================================================
</TABLE>

The accompanying notes to consolidated financial statements are an integral part
of these statements.

                                                                           Joule
                                                                         PAGE  9

<PAGE>

Notes to Consolidated Financial Statements

Note 1--Summary of Significant Accounting Policies:

     Basis of  Presentation--The  consolidated  financial statements include the
accounts  of JOULf  INC.  and its  wholly-owned  subsidiaries.  All  significant
intercompany transactions have been eliminated in consolidation.

     Use of  Estimates--The  preparation of accrual basis  financial  statements
requires  management to make estimates and assumptions  that 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
revenues and expenses during the reporting  period.  Actual results could differ
from those estimates.

     Property  and   Equipment--Property  and  equipment  are  stated  at  cost.
Depreciation has been provided  primarily by the straight-line  method, at rates
based upon estimated useful lives of 3 to 5 years for automotive equipment and 5
to 10 years for machinery,  equipment,  furniture and fixtures.  Improvements to
leasehold property are amortized on the straight-line  method over the remaining
lease  term or the useful  lives of  related  property,  whichever  is  shorter.
Buildings are  depreciated  over 30 years.  Leased assets  meeting  Statement of
Financial  Accounting  Standards No. 13,  "Accounting for Leases"  criteria have
been capitalized and included in property and equipment.

     Revenue  Recognition--Revenue  is recorded when services are rendered.  The
Securities and Exchange  Commission has issued Staff Accounting Bulletin No. 101
("SAB 101"),  "Revenue  Recognition  and Views on Selected  Revenue  Recognition
Issues" which is effective  December  2000.  The Company did not have a material
change to its  accounting for revenues as a result of adopting the provisions of
SAB 101.

     Income  Taxes--The  Company  accounts  for  income  taxes  pursuant  to the
provisions of Statement of Financial  Accounting  Standards No. 109, "Accounting
for Income  Taxes"  which  utilizes  the  liability  method  and  results in the
determination  of deferred  taxes based on the  estimated  future tax effects of
differences  between  the  financial  statement  and tax  bases  of  assets  and
liabilities using enacted tax rates currently in effect.

     Earnings Per  Share--Statement of Financial  Accounting  Standards No. 128,
"Earnings  per Share,"  requires the  presentation  of basic  earnings per share
(EPS) and diluted EPS. Basic EPS is calculated by dividing  income  available to
common  stockholders  by the weighted  average  number of shares of common stock
outstanding  during the period.  Diluted EPS is  calculated  by dividing  income
available to common  stockholders  by the weighted  average  number of shares of
common stock  outstanding plus additional  common shares that could be issued in
connection with potentially dilutive securities.  Diluted shares outstanding are
equal to basic shares as all outstanding  stock options contain  exercise prices
greater than the fair value of the Company's common stock during the period.

     Goodwill--During  1999,  the  Company  acquired  Ideal  Technical  Services
("Ideal") for $1,374,000,  which was accounted for under the purchase method. In
connection with this acquisition,  the Company recorded  $1,269,000 of goodwill.
Goodwill  has  generally   been   amortized  over  a  period  of  twenty  years.
Amortization  of  goodwill  amounted  to  $72,000  in 2001,  $84,000 in 2000 and
$44,000 in 1999.

     During  June  2001,  the  Financial   Accounting   Standards  Board  issued
Statements of Financial  Accounting  Standards No. 141, "Business  Combinations"
(SFAS No. 141) and No. 142,  "Goodwill  and Other  Intangible  Assets" (SFAS No.
142). SFAS No. 141 changes the accounting for business  combinations,  requiring
that all business  combinations  be accounted for using the purchase  method and
that intangible assets be recognized as assets apart from goodwill if they arise
from  contractual or other legal rights,  or if they are separable or capable of
being separated from the acquired entity and sold, transferred, licensed, rented
or exchanged.  SFAS No. 141 is effective for all business combinations initiated
after June 30,  2001.  SFAS No.  142  specifies  the  financial  accounting  and
reporting  for  acquired  goodwill  and other  intangible  assets.  Goodwill and
intangible  assets that have  indefinite  useful lives will not be amortized but
rather  will be  tested  at least  annually  for  impairment.  SFAS  No.  142 is
effective for fiscal years  beginning  after December 15, 2001.  However,  early
adoption is allowed and the Company  currently  intends to adopt SFAS No. 142 as
of October 1, 2001.

     SFAS No. 142 requires that the useful lives of intangible  assets  acquired
on or before June 30, 2001 be reassessed and the remaining  amortization periods
adjusted  accordingly.  Previously  recognized  intangible assets deemed to have
indefinite  lives  shall be tested for  impairment.  The  Company  has not fully
assessed the  potential  impact of the  adoption of SFAS No. 142,  which will be
effective  for the Company as of October 1, 2001,  but  believes  that  goodwill
recognized  prior to July 1, 2001 will no longer be amortized  upon  adoption of
SFAS No. 142.

     Long-Lived  Assets--The  provisions  of Statement  of Financial  Accounting
Standards No. 121,  "Accounting  for the Impairment of Long-Lived  Assets" (SFAS
121) require,  among other things,  that an entity review its long-lived  assets
and certain related intangibles for impairment whenever changes in circumstances
indicate that the carrying amount of an asset may not be fully recoverable.  The
Company does not believe that any changes in  circumstances  have  occurred that
would cause any impairment to the long-lived assets.

     In August 2001, the Financial  Accounting  Standards  Board issued SFAS No.
144,  "Accounting for the Impairment or Disposal of Long-Lived Assets," which is
effective  for fiscal years  beginning  after  December 15, 2001,  and addresses
financial  accounting and reporting for the impairment or disposal of long-lived
assets. This statement  supersedes SFAS No. 121,  "Accounting for the Impairment
of  Long-Lived  Assets and for  Long-Lived  Assets to Be  Disposed  Of," and the
accounting and reporting  provisions of Accounting  Principles Board Opinion No.
30, "Reporting the Results of Operations--Reporting the Effects of Disposal of a
Segment of a Business,  and  Extraordinary,  Unusual and Infrequently  Occurring
Events and  Transactions,"  for the  disposal  of a segment of a  business.  The
Company  plans to adopt the standard  October 1, 2002,  and does not expect that
the  adoption  of SFAS No. 144 will have a material  effect on its  consolidated
results of operations or financial position.

Note 2--Property and Equipment:

     Property and equipment consists of:

                                                           September 30,
--------------------------------------------------------------------------------
                                                         2001               2000
--------------------------------------------------------------------------------
Land                                              $   671,000         $  671,000
Buildings and improvements                          2,568,000          2,529,000
Computer equipment and software                     2,809,000          2,185,000
Automotive vehicles                                 2,097,000          1,709,000
Furniture and equipment                             2,188,000          2,045,000
--------------------------------------------------------------------------------
                                                   10,333,000          9,139,000
Less: Accumulated depreciation
  and amortization                                  5,721,000          5,126,000
--------------------------------------------------------------------------------
                                                  $ 4,612,000         $4,013,000
================================================================================


Joule Inc.
PAGE  10

<PAGE>

Note 3--Loans Payable To Bank:

     At September 30, 2001,  the Company has an annual  renewable line of credit
of $9,000,000 that bears interest at LIBOR plus one and one-half  percent with a
prime rate less one-half percent option.  The average interest rate at September
30, 2001 was 4.41%. At September 30, 2001,  $3,750,000 of the line of credit was
unused.   Related   borrowings  are   collateralized   principally  by  accounts
receivable.  The Company is required to comply with certain financial covenants.
The current line  matures May 31, 2002.  The Company has the intent and believes
it has the ability to renew the line or obtain similar financing.

Note 4--Stock Option Plan:

     The  Company  adopted a new stock  option  plan in 2001.  No  options  were
granted under this plan.  The Company's  2001 Stock Option Plan provides for the
grant of non-qualified or incentive stock options covering up to an aggregate of
500,000 shares of common stock to directors,  officers,  and other  employees of
the  Company.  The option price cannot be less than the fair market value of the
stock at the time the options are  granted.  At September  30, 2001,  there were
176,000  stock  options  outstanding  under the 1991 Stock Option Plan at prices
ranging from $2.00 to $5.38,  of which 96,000  options are  exercisable.  No new
options will be granted under the 1991 plan. There were 4,000 stock options from
a previous  stock option plan at a price of $2.63 which were  exercised in 1999.
In 2001,  options for 11,000  shares were granted under the 1991 plan at a price
of $2.00 and 5,000  options  expired.  In 2000,  options for 55,000  shares were
granted  under  the 1991  plan at a price  of $2.00  and  100,000  options  were
cancelled. There were no options granted in 1999.

     Statement  of  Financial  Accounting  Standards  No. 123,  "Accounting  for
Stock-Based  Compensation"  (SFAS 123), permits an entity to continue to account
for employee stock-based  compensation under APB Opinion No. 25, "Accounting for
Stock Issued to Employees," or adopt a fair value based method of accounting for
such  compensation.   The  Company  has  elected  to  continue  to  account  for
stock-based  compensation  under Opinion No. 25.  Accordingly,  no  compensation
expense has been recognized in connection with options granted. Had compensation
expense for options  granted  subsequent  to October 1, 1995 under the Company's
stock option plans been determined  based on the fair value at the date of grant
in  accordance  with SFAS 123, the Company's net income and net income per share
would have been as follows:

                                        2001             2000           1999
--------------------------------------------------------------------------------

Net income
  As reported                         $622,000         $845,000        $720,000
  Pro forma                            569,000          755,000         633,000
Net income per share Basic
  and Diluted
  As reported                             0.17             0.23            0.20
  Pro forma                               0.15             0.21            0.17

     The fair value of options  granted is  estimated on the date of grant using
the  Black-Scholes  option-pricing  model.  The weighted  average fair values of
options  granted  in 2001 was  $1.16;  in  fiscal  2000  $1.88,  based  upon the
following weighted average assumptions: expected volatility (62% in 2001 and 92%
in 2000),  risk-free interest rate (2% in 2001 and 6% in 2000), expected life (5
years in 2001 and 3 years in 2000), and expected  dividend yield (0% in 2001 and
2000). There were no options granted in 1999.

Note 5--Income Taxes:

     The provision for income taxes is comprised of the following:

                                                     September 30,
--------------------------------------------------------------------------------
                                        2001             2000            1999
--------------------------------------------------------------------------------
Current:
  Federal                             $280,000         $407,000        $306,000
  State and Local                       89,000          124,000         101,000
--------------------------------------------------------------------------------
                                      $369,000         $531,000        $407,000
--------------------------------------------------------------------------------

  The  provision  for income  taxes  varied  from the tax  computed  at the U.S.
Federal  statutory  rates of 34% in fiscal 2001, 2000 and 1999 for the following
reasons:

                                                     September 30,
--------------------------------------------------------------------------------
                                        2001             2000            1999
--------------------------------------------------------------------------------
U.S. Federal tax at statutory rates  $ 337,000        $ 468,000       $ 383,000
State income taxes, net of
  Federal tax benefit                   59,000           83,000          68,000
Utilization of tax credits             (27,000)         (20,000)        (44,000)
--------------------------------------------------------------------------------
                                     $ 369,000        $ 531,000       $ 407,000
--------------------------------------------------------------------------------

Note 6--Commitments and Contingencies:

  The  Company's  facilities  are leased under  non-cancellable  terms  expiring
through  2006.  Rent expense was  $541,000,  $430,000 and $291,000 for the years
ended September 30, 2001, 2000 and 1999,  respectively.  The Company also leases
certain autos under capital lease arrangements.

     Aggregate  rentals for the remaining  lease terms at September 30, 2001 are
as follows:

                                                 Capital               Operating
Year Ending September 30,                         Leases                 Leases
--------------------------------------------------------------------------------
2002                                           $  103,000             $  411,000
2003                                              101,000                298,000
2004                                               87,000                224,000
2005                                               39,000                 85,000
2006                                                   --                  2,000
--------------------------------------------------------------------------------
                                                  330,000             $1,020,000
                                                                      ----------
Amount representing interest                      (39,000)
---------------------------------------------------------
Capital lease obligations                         291,000
Obligations due within one year                   (84,000)
---------------------------------------------------------
Long-term lease obligations                      $207,000
=========================================================

Note 7--Transactions with Major Stockholders and Affiliates:

     The Company rented  facilities from certain of its  stockholders  and their
affiliates for approximately $15,000,  $36,000 and $50,000 for each of the years
ended  September 30, 2001,  2000 and 1999,  respectively.  Further,  in 1997 the
Company entered into a three-year lease with the purchaser of property  formerly
owned by an affiliate.  Annual rentals under this lease  approximated  $133,000.
The Company  subleased most of this space to the affiliate which  reimbursed the
Company approximately  $115,000 per year. This lease and sublease was terminated
in 2000.

     The Company paid certain major  stockholders  Board of  Director's  fees of
$14,000,  $12,000  and  $19,000  for the  fiscal  years  2001,  2000  and  1999,
respectively; accounts receivable include amounts due for services rendered to a
company owned by a stockholder of $55,000,  $56,000 and $35,000 at September 30,
2001, 2000 and 1999, respectively.

                                                                      Joule Inc.
                                                                         PAGE 11

<PAGE>

Notes to Consolidated Financial Statements

Note 8--Segment Disclosures:

     In fiscal 1999,  the Company  adopted  Statement  of  Financial  Accounting
Standards  No. 131 (SFAS),  "Disclosures  About  Segments of an  Enterprise  and
Related  Information."  SFAS 131 supersedes  SFAS 14,  "Financial  Reporting for
Segments of a Business  Enterprise,"  replacing the "industry  segment" approach
with the "management"  approach. The management approach designates the internal
organization  that is used by  management  for making  operating  decisions  and
assessing performance as the source of the Company's reportable segments.

     The Company has determined that its reportable  segments are those that are
based on the Company's method of internal  reporting,  which  disaggregates  its
business by segment.  The  Company's  reportable  segments  are: (1)  Commercial
Staffing, (2) Technical Staffing and (3) Industrial Staffing.

     Information  concerning  operations by operating  segment is as follows (in
000's):

                                                2001         2000         1999
-------------------------------------------------------------------------------
Revenues
  Commercial                                 $ 25,322     $ 27,044     $ 26,112
  Technical                                    25,733       23,715       20,214
  Industrial                                   27,599       25,745       21,827
-------------------------------------------------------------------------------
                                             $ 78,654     $ 76,504     $ 68,153
-------------------------------------------------------------------------------
Income Before Tax Provision
  Commercial                                 $  1,330     $  1,178     $    586
  Technical                                     2,186        2,027        1,696
  Industrial                                    1,506        1,928        1,993
  Corporate (unallocated
  including interest)                          (4,031)      (3,757)      (3,148)
-------------------------------------------------------------------------------
                                             $    991     $  1,376     $  1,127
-------------------------------------------------------------------------------
Depreciation & Amortization
  Commercial                                 $    214     $    210     $    153
  Technical                                       179          187          104
  Industrial                                      262          268          262
  Corporate (unallocated)                         228          157          184
-------------------------------------------------------------------------------
                                             $    883     $    822     $    703
-------------------------------------------------------------------------------
Identifiable Assets
  Commercial                                 $  4,454     $  3,613     $  5,991
  Technical                                     3,849        4,780        5,330
  Industrial                                    5,950        4,834        4,695
  Corporate (unallocated)                       3,927        3,125        2,360
-------------------------------------------------------------------------------
                                             $ 18,180     $ 16,352     $ 18,376
-------------------------------------------------------------------------------
Additions to Long-Lived Assets (1)
  Commercial                                 $    167     $    242     $    373
  Technical                                        32          121        1,508
  Industrial                                      446          265          323
  Corporate (unallocated)                         764           31          106
-------------------------------------------------------------------------------
                                             $  1,409     $    659     $  2,310
===============================================================================

(1)  Includes property & equipment and intangible asset additions.

Note 9--Selected Quarterly Financial Data (Unaudited)

     A summary of quarterly financial information for fiscal 2001 and 2000 is as
follows (in 000's, except per share data):

                                   First       Second        Third       Fourth
                                  Quarter      Quarter      Quarter      Quarter
--------------------------------------------------------------------------------
2001:
Revenues                          $18,524      $19,518      $19,891      $20,720
Gross Margin                        3,592        3,744        4,068        4,192
Net income                             33           33          257          300
Basic and diluted
  earnings per share                 0.01         0.01         0.07         0.08
--------------------------------------------------------------------------------
2000:
Revenues                          $20,117      $19,392      $19,214      $17,781
Gross Margin                        3,661        3,564        3,842        3,566
Net income                            217          152          252          224
Basic and diluted
  earnings per share                 0.06         0.04         0.07         0.06
--------------------------------------------------------------------------------

Report of Independent Public Accountants

To the Stockholders and
Board of Directors of Joule Inc.

     We have audited the accompanying  consolidated balance sheets of Joule Inc.
(a Delaware  corporation) and subsidiaries as of September 30, 2001 and 2000 and
the related consolidated  statements of income,  changes in stockholders' equity
and cash flows for each of the three  years in the period  ended  September  30,
2001.  These  financial  statements  are  the  responsibility  of the  Company's
management.  Our  responsibility  is to express  an  opinion on these  financial
statements based on our audits.

     We conducted our audits in accordance  with  auditing  standards  generally
accepted in the United States.  Those standards require that we plan and perform
the audit to obtain reasonable  assurance about whether the financial statements
are free of material misstatement.  An audit includes examining, on a test basis
evidence supporting the amounts and disclosures in the financial statements.  An
audit also includes  assessing the accounting  principles  used and  significant
estimates  made by  management,  as well as  evaluating  the  overall  financial
statement  presentation.  We believe that our audits provide a reasonable  basis
for our opinion.

     In our opinion,  the financial statements referred to above present fairly,
in all material respects,  the financial position of Joule Inc. and subsidiaries
as of September 30, 2001 and 2000, and the results of their operations and their
cash flows for each of the three years in the period ended September 30, 2001 in
conformity with accounting principles generally accepted in the United States.


/s/ Arthur Andersen LLP
-----------------------
Roseland, New Jersey
November 9, 2001


PAGE  12


<PAGE>


Corporate Data

Board of Directors

Richard P. Barnitt
Financial Consultant

Robert W. Howard
Chairman of the Board
Reisen Lumber Industries, Inc.

Emanuel N. Logothetis
Chairman of the Board and
Chief Executive Officer

Nick M. Logothetis
President
Chartwell Consulting Group

Steven Logothetis
Attorney

Andrew Spohn
Business Consultant

Officers

Emanuel N. Logothetis
Chairman of the Board and
Chief Executive Officer

John G. Wellman, Jr.
President and Chief Operating Officer

Bernard G. Clarkin
Vice President,
Chief Financial Officer and Secretary

Judith Bryant
Vice President

Stephen Demanovich
Vice President

John F. Logothetis
Vice President

John Porch
Vice President

Joseph Vendetti
Vice President

Corporate  Information
For a copy of Form 10-K or other  information  about the Corporation, contact:
Investor Relations Secretary
JOULE INC.
1245 Route 1 South
Edison, New Jersey 08837
(732) 548-5444
Email address: JOL@jouleinc.com
      Or
Visit our web site at www.jouleinc.com

Auditors
Arthur Andersen LLP
105 Eisenhower Parkway
Roseland, New Jersey 07068

Transfer Agent & Registrar
Continental Stock Transfer & Trust Co.
17 Battery Place, 8th Floor
New York, New York 10004

JOULE  Common Stock is traded on the American  Stock  Exchange  under the symbol
JOL.

Annual Meeting
The annual  meeting of JOULE Inc.  will be held on  Wednesday,  March 6, 2002 at
10:30 a.m., at the Pines Manor, Edison, New Jersey.

Joule Inc. Offices

Headquarters
1245 Route 1 South
Edison, New Jersey 08837
(732) 548-5444
Fax: (732) 494-6346

Technical Staffing Locations
Edison, New Jersey
Blue Bell, Pennsylvania
Mobile, Alabama

Commercial Staffing
Services Locations
Cherry Hill, New Jersey
Dover, New Jersey
Edison, New Jersey
Elizabeth, New Jersey
Northfield, New Jersey
Paramus, New Jersey
Parsippany, New Jersey
Passaic, New Jersey
Red Bank, New Jersey
Trenton, New Jersey
Union City, New Jersey
Ft. Lauderdale, Florida
W. Palm Beach, Florida

Industrial Staffing Locations
Gibbstown, New Jersey
South Plainfield, New Jersey
Fishkill, New York
Baltimore, Maryland
Lawrenceville, Illinois
Mobile, Alabama

Market for Registrant's
Common Equity and
Related Stockholder Matters

     The Company's  Common Stock is traded on the American  Stock Exchange under
the symbol JOL.  The high and low sales  prices for the Common Stock as reported
by the American Stock Exchange were as follows:

               -------------------------------------------
                                            High     Low
               -------------------------------------------

               Calendar 1999
                 Fourth Quarter             2.13    1.50
               -------------------------------------------

               Calendar 2000
                 First Quarter              2.38    1.50
                 Second Quarter             1.81    1.25
                 Third Quarter              1.88    1.13
                 Fourth Quarter             1.69    1.00
               -------------------------------------------

               Calendar 2001
                 First Quarter              1.63    1.06
                 Second Quarter             1.40     .95
                 Third Quarter              1.65     .70
               -------------------------------------------

                 Fourth Quarter
                   (through December 12)    1.60     .70
               -------------------------------------------

     As of  December  12,  2001,  there were  approximately  700  holders of the
Company's  Common  Stock.  No cash  dividends  have been  declared on the Common
Stock.


Designed by Curran &Connors, Inc. / www.curran-connors.com

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JOULE
--------------------------------------------------------------------------------
1245 Route 1 South, Edison, New Jersey 08837

732-548-5444
www.jouleinc.com