<PAGE>


                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

[X]  Quarterly  Report  pursuant  to  Section  13  or 15(d) of the Securities
     Exchange  Act  of  1934

     For  the  quarterly  period  ended  MARCH  31,  2002

[ ]  Transition  Report  pursuant to 13 or 15(d) of the Securities Exchange
     Act  of  1934
     For  the  transition  period         to


          Commission  File  Number     0-27147
                                       -------

                           COOL CAN TECHNOLOGIES, INC.
               __________________________________________________
        (Exact name of small Business Issuer as specified in its charter)

     MINNESOTA                                   95-4705831
-------------------------------                  ----------------------------
(State or other jurisdiction of                  (IRS Employer Identification
incorporation or organization)                   No.)


SUITE 206, 4505 LAS VIRGENES ROAD
CALABASAS, CA                                    91302
---------------------------------------          -----------
(Address of principal executive offices)         (Zip  Code)

Issuer's telephone number, including area code:  (818) 871-9999
                                                 --------------

                                 NOT APPLICABLE
      _____________________________________________________________________
   (Former name, former address and former fiscal nine months, if changed since
                                  last report)

Check  whether  the issuer (1) filed all reports required to be filed by Section
13  or  15(d)  of  the  Securities  Exchange Act of 1934 during the preceding 12
months  (or  for  such  shorter period that the issuer was required to file such
reports),  and  (2) has been subject to such filing requirements for the past 90
days:  [X]  Yes    [  ]  No

State the number of shares outstanding of each of the issuer's classes of common
stock,  as  of  the  latest  practicable  date:  19,352,966  SHARES COMMON STOCK
OUTSTANDING  AS  OF  MAY  6,  2002.


                                       1

<PAGE>

                         PART 1 - FINANCIAL INFORMATION

ITEM  1.          FINANCIAL  STATEMENTS

The accompanying unaudited financial statements have been prepared in accordance
with  the  instructions  to Form 10-QSB and Item 310 (b) of Regulation S-B, and,
therefore, do not include all information and footnotes necessary for a complete
presentation  of  financial  position,  results  of  operations, cash flows, and
stockholders' equity in conformity with accounting principles generally accepted
in  the United States of America.  In the opinion of management, all adjustments
considered  necessary  for  a fair presentation of the results of operations and
financial  position  have been included and all such adjustments are of a normal
recurring  nature.  Operating  results  for the nine months ended March 31, 2002
are  not necessarily indicative of the results that can be expected for the year
ending  June  30,  2002.










                                       2

<PAGE>






                                COOL  CAN  TECHNOLOGIES,  INC.
                              (A  Development  Stage  Company)

                                 CONDENSED  BALANCE  SHEETS


                                            March 31,    June 30,
        ASSETS                                2002         2001
                                          ------------  ----------
                                           (Unaudited)  (Audited)

Cash                                      $       240   $   1,515
Intangibles                                    37,400      39,200
                                          ------------  ----------
                                          $    37,640   $  40,715
                                          ============  ==========

  LIABILITIES AND STOCKHOLDERS' DEFICIT

Accounts payable                          $    82,433   $  71,885
Accounts payable, stockholders                176,640     108,640
Due to stockholders                           142,232     296,732
                                          ------------  ----------
      Total current liabilities               401,305     477,257

STOCKHOLDERS' DEFICIT:
  Preferred Stock                                   -           -
  Common stock                                664,769     279,769
  Accumulated deficit                      (1,028,434)   (716,311)
                                          ------------  ----------
                                             (363,665)   (436,542)
                                          ------------  ----------

                                          $    37,640   $  40,715
                                          ============  ==========




Note:  The  balance  sheet  at  June  30,  2001  has been taken from the audited
       financial  statements  at  that  date,  and  has  been  condensed.


See  Notes  to  Condensed  Financial  Statements.


                                       3



<PAGE>


<TABLE>
<CAPTION>
                                 COOL  CAN  TECHNOLOGIES,  INC.
                                (A  Development  Stage  Company)

                                   STATEMENTS  OF  OPERATIONS
                                          (Unaudited)


                                             Three Months Ended          Nine Months Ended
                                                 March  31                   March  31
                                         --------------------------  --------------------------
                                         2002          2001          2002          2001
                                         ------------  ------------  ------------  ------------
<S>                                      <C>           <C>           <C>           <C>
Revenues                                 $         -   $         -   $         -   $         -
Administrative pre-opening and
  development expenses                        42,281        98,852       312,123       232,438
                                         ------------  ------------  ------------  ------------

      Net loss                           $   (42,281)  $   (98,852)  $  (312,123)  $  (232,438)
                                         ============  ============  ============  ============


Loss per common share                    $      (.01)  $      (.01)  $      (.02)  $      (.01)
                                         ============  ============  ============  ============

Loss per common share assuming dilution  $      (.01)  $      (.01)  $      (.02)  $      (.01)
                                         ============  ============  ============  ============

Weighted average outstanding shares       19,352,966    18,127,966    18,877,966    18,127,966
                                         ============  ============  ============  ============

</TABLE>





See  Notes  to  Condensed  Financial  Statements.


                                       4

<PAGE>


<TABLE>
<CAPTION>
                            COOL  CAN  TECHNOLOGIES,  INC.
                           (A  Development  Stage  Company)

                        CONDENSED  STATEMENTS  OF  CASH  FLOWS
                                    (Unaudited)


                                                Nine Months Ended
                                                    March  31
                                              ----------------------
                                                 2002        2001
                                              ----------  ----------
<S>                                           <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                    $(312,123)  $(232,438)
  Amortization                                    1,800       1,800
  Stock option compensation expense             120,000           -
  Increase in accounts payable                   20,548       4,752
  Increase in accounts payable, stockholders     68,000           -
                                              ----------  ----------
    Net cash used in operating activities      (101,775)   (226,066)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Accounts payable, stockholders                 50,500     260,500

CASH FLOWS FROM FINANCING ACTIVITIES:
  Issuance of common stock                       50,000           -

      Net decrease in cash                       (1,275)     34,434

Cash and savings:
  Beginning of period                             1,515         579
                                              ----------  ----------

  End of period                               $     240   $  35,013
                                              ==========  ==========

Non-cash financing and investing activities:
  Conversion of debt to common stock          $ 205,000
                                              ==========
  Conversion of payable to common stock       $  10,000
                                              ----------

</TABLE>




See  Notes  to  Condensed  Financial  Statements.



                                       5

<PAGE>

                         COOL  CAN  TECHNOLOGIES,  INC.
                        (A  Development  Stage  Company)

                   NOTES  TO  CONDENSED  FINANCIAL  STATEMENTS
                                 (Unaudited)


Note  1.     Condensed  Financial  Statements:

The  condensed  balance  sheet as of March 31, 2002, the statement of operations
and  cash flows for the periods ended March 31, 2002 and 2001 have been prepared
by  the  Company,  without audit.  In the opinion of management, all adjustments
(which  include  only  normal recurring adjustments) necessary to present fairly
the financial position, results of operations and changes in cash flows at March
31,  2002  and  for  all  periods  presented  have  been  made.

Certain  information  and  footnote  disclosures  normally included in financial
statements  prepared in accordance with generally accepted accounting principles
have  been condensed or omitted.  It is suggested that these condensed financial
statements  be  read  in  conjunction  with  the  financial statements and notes
thereto  included  in  the Company's June 30, 2001 audited financial statements.
The  results  of  operations  for  the  period  ended  March  31,  2002  are not
necessarily  indicative  of  the  operating  results  for  the  full  year.

Note  2.     Stockholders'  Equity:

During  the  nine  months March 31, 2002, stockholders' equity changed for a net
loss  of  $312,123  and  for  the  issuance  of  common  stock  for  $385,000.

Note  3.     Stock  Compensation:

The  Company  has  adopted  the  provisions  of  FASB  Interpretation  No.  44,
"Accounting  for  Certain  Transactions  Involving  Stock  Compensation  -  an
interpretation of APB Opinion No. 25" ("FIN44"). FIN 44 clarifies the accounting
consequence  of  various  modifications  to  the terms of previously fixed stock
options  or  awards.

On  September 21, 2001, the Company repriced 3,550,000 stock options to $.60 per
share.  In  October,  2001, the Company repriced 1,050,000 stock options to $.31
per  share for directors and employees.  500,000 of these options were exercised
at  $.31  per  share.  In  addition, the Company issued 600,000 shares of common
stock  in  exchange  for  $60,000  in  debt  at  November  30,  2001.

Note  4.     Other:

The  Company  has  entered  into  a  funding agreement with a stockholder of the
Company  whereby  the  stockholder  has  been granted the right to provide up to
$1,000,000 of funding over a 12-month period.  The purchase price for any shares
purchased  pursuant  to  the  funding  arrangement will equal 75% of the average
closing  price  of the Company's common shares for the 10 day period immediately
preceding  receipt  by  the  Company of notice of intention to fund.  Any shares
purchased  will  be  restricted  shares.


                                       6

<PAGE>

ITEM  2.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF  OPERATIONS

FORWARD  LOOKING  STATEMENTS

The  information  in  this discussion contains forward-looking statements within
the  meaning  of  Section  27A  of  the  Securities Act of 1933, as amended, and
Section  21E  of  the  Securities  Exchange  Act  of  1934,  as  amended.  These
forward-looking statements involve risks and uncertainties, including statements
regarding  the Company's capital needs, business strategy and expectations.  Any
statements  contained  herein that are not statements of historical facts may be
deemed  to  be  forward-looking  statements.  In  some  cases,  you can identify
forward-looking  statements  by  terminology  such  as  "may", "will", "should",
"expect",  "plan",  "Intend",  "anticipate",  "believe",  estimate",  "predict",
"potential"  or  "continue",  the  negative  of  such  terms or other comparable
terminology.  Actual  events  or  results  may differ materially.  In evaluating
these  statements,  you  should  consider  various  factors, including the risks
outlined  in  the  Risk  Factors section below, and, from time to time, in other
reports  the  Company files with the SEC.  These factors may cause the Company's
actual  results  to  differ  materially from any forward-looking statement.  The
Company  disclaims  any  obligation  to  publicly  update  these  statements, or
disclose  any difference between its actual results and those reflected in these
statements.  The  information  constitutes forward-looking statements within the
meaning  of  the  Private  Securities  Litigation  Reform  Act  of  1995.

OVERVIEW

We are in the business of developing and marketing a patented unique proprietary
technology  which will allow for the licensing and manufacture of a commercially
viable  self-chilling  beverage  container  product.

Our proposed product is referred to by us as the "Cool Can" product and consists
of a module for insertion in an aluminium beverage container that incorporates a
cartridge  of liquid carbon dioxide ("CO2") that is held in place by a cartridge
holder.   The  module  consists of proprietary technology for which we have been
granted  patent  protection.  The  module  would  be  inserted  in  an aluminium
beverage  container  during  an  automated  canning  process.  Containers
incorporating the Cool Can product would be identified and sold as self-chilling
beverage  containers.  To  start the chilling process, a consumer would pull the
tab  off  the container as with a regular non-chilling beverage container.  When
the  tab on the lid of the beverage container is pulled by the consumer, a valve
mechanism  within the container releases the compressed liquid CO2. The escaping
CO2 forms into small particles of frozen snow at extremely cold temperatures and
rapidly  imparts a chilling action to the beverage.  The targeted result is that
the  consumer  may  purchase  a  beverage  at room temperature and enjoy it cold
without  having  to  purchase  it  from  a  cooler  or  purchase ice to cool the
beverage.

Our  Cool  Can  product  is  presently  in  the  development stage.  We have not
finalized commercialization of our Cool Can product and we have not yet achieved
any  sales  of  our  Cool  Can  product.


                                       7

<PAGE>

PLAN  OF  OPERATION

Our  plan  of  operations  over  the  past  nine  months has been to further the
development  of  our  beverage chilling technology by undertaking development of
prototypes,  market  testing  and  the  pursuit  of  discussions  with potential
licensors.  We  have  been  unable  to pursue this plan of operations due to our
lack  of  financing.  This  lack  of  financing has prohibited us from achieving
significant  progress  on  the  development  and  testing  of  prototypes  of
self-chilling  beverage  container  modules  incorporating  our  technology.

As  a result of this inability to pursue our plan of operations, we have entered
into  negotiations  with  Balsam  Ventures  Inc.  for  the  exclusive  worldwide
licensing rights for our beverage chilling technology. The terms of the proposed
agreement  are  under  negotiation. It is anticipated that any license agreement
would involve a combination of cash payments and ongoing royalty payments to us.
The  agreement  may  also involve development expenditure commitments by Balsam.
These  discussions  are  currently  in  the  negotiation  stage.  No  definitive
agreements  have  been  executed  to  date  and  there  is no assurance that any
definitive  agreements  will  be  executed.

If we do not conclude any agreement with Balsam, then our plan of operations for
the  next  twelve  months  will include the following components, subject to our
achieving  the  required  financing:

1.     The  first  phase  will  be  to  proceed  with  product  development  and
production  of  samples  of  our self-chilling beverage container modules.  This
phase  will  include  the  following  elements:

(a)     Product  fabrication,  including  testing  and studying design concepts,
making  required  design  modifications,  developing  and  building  a  fully
functioning  prototype  self-chilling  beverage  container.

(b)     Follow  on  prototype  development including, analysis, testing and fine
tooling  required  for  production  and  finalizing  all production drawings and
specifications.

(c)     Producing  high-volume  production cost estimates and methods, including
estimation  of tooling costs, sourcing production facilities and requesting bids
for tender from potential manufacturers of component parts and analysis and cost
estimates  for  projected  method  of  assembling  of  chilling  module.

2.     The  second  phase  of  our  plan of operations involves consultation and
feedback with all parties involved in the production and handling of our planned
self-chilling  beverage  container.  This  phase  would  be  undertaken  upon
completion  of  phase  one,  as  outlined  above.  Consultation  would  include
consultation  with  aluminum  can  manufacturers, filler manufacturers, beverage
canners  and  recycling  entities.  The  focus  of  the consultation would be to
determine  what  auxiliary  equipment  will  be  required  for production of our
planned  self-chilling  beverage  containers  and  to  develop  blueprints  and
estimated  costs  for  full-scale  production.


                                       8

<PAGE>

3.     The  third  phase  of  our  plan  of  operations  is to market and pursue
licensing  of  our  Cool  Can  technology.  This phase is anticipated to include
presentation  of  product-ready samples to the beverage industry.  We would seek
out  qualified  candidates  for  licensing  of  the product in various countries
and/or  territories.  We  plan  to  approach  beverage  manufacturers  for joint
venture  opportunities  in order to drive consumer trials and to sample test the
finished  product  in  the  market.

We  will  not  be  able to proceed with our plan of operations unless we achieve
significant  additional  financing.  If  we  achieve  sufficient  additional
financing, of which there is no assurance, then the estimated cost and timeframe
for completion of each of the above components of our plan of operations will be
as  follows:

1.     Product development is estimated to be completed over a timeframe of nine
months,  commencing  upon  us  achieving the required financing, at an estimated
cost  of  $200,000.

2.     Consultation feedback is estimated to take place over a timeframe of nine
months  following  completion  of  phase  one  at an estimated cost of $100,000.

3.     Marketing  and  licensing  will follow phase two and is estimated to take
nine  months  at  an  estimated  cost  of  $100,000.

We currently have a cash position of $240 as at March 31, 2002.  In addition, we
have  a  current  working  capital  deficit  of  $401,065  as at March 31, 2002.
Accordingly,  we  will require additional financing in order to proceed with our
plan of operations (see "Liquidity and Capital Resources" below).  If we achieve
financing  that  is  less  than  that  required  to  pursue  our  stated plan of
operations, then we will scale back our plan of operations to concentrate solely
on  the  product development phase of our plan of operations.  In this event, we
will  pursue  product  development  to  the  extent  of our financial resources.

We  have  only been able to undertake minimal activities towards the development
of  pursuing our stated plan of operations to develop and commercialize our Cool
Can  Technology  during  the  first  nine months of our current fiscal year.  As
discussed  above,  we  will  not  be able to proceed with our plan of operations
unless  we  achieve  significant  additional  financing.

RESULTS  OF  OPERATIONS

REVENUES

We  did not earn any revenues during the nine months ended March 31, 2002 or the
year ended June 30, 2001.  We do not anticipate earning revenues until such time
as  we  have completed commercial development of products incorporating our Cool
Can  technology  or  until  we  are  able  to  generate revenues through license
agreements  for our technology of which there is no assurance.  We are presently
in the development stage of our business and we can provide no assurance that we
will  be  able  to complete commercial development, successfully sell or license
products  incorporating  our Cool Can technology once development is complete or
enter  into  any  revenue  generating  license  arrangements.


                                       9

<PAGE>

OPERATING  EXPENSES

Our  operating  expenses were $312,123 for the nine months ended March 31, 2002,
compared  to  operating expenses of $232,438 for the nine months ended March 31,
2001. Our operating expenses for the nine months ended March 31, 2002 included a
stock  option  compensation  expense  in  the amount of $120,000.  Our operating
expenses  for the nine months ended March 31, 2002 exclusive of the stock option
compensation expense consisted primarily of: (i) product development expenses in
the  approximate  amount  of  $16,400; (ii) consulting fees accrued to Mr. Bruce
Leitch,  our  chief  executive officer, in the amount of $76,500 and (iii) legal
and accounting expenses in the amount of $38,500 incurred in connection with our
reporting  obligations  under  the  Securities  Exchange  Act  of  1934  and our
financing  activities.  We did not incur any product development expenses during
the  three  months  ended  March  31,  2002.

We  anticipate that our operating expenses will increase significantly if we are
able  to  obtain the financing necessary to continue with the development of our
Cool  Can  product  and  technology  in  accordance with our plan of operations.

NET  LOSS

We  recorded  a  net  loss of $312,123 for the nine months ended March 31, 2002,
compared  to  a  net  loss of $232,438 for the nine months ended March 31, 2001.
Our  net  loss  was  comprised  entirely  of  operating  expenses.

LIQUIDITY  AND  CAPITAL  RESOURCES

We  had cash on hand of $240 as at March 31, 2002, compared to $1,515 as at June
30,  2001.  We  had  a working capital deficit of $401,065 as at March 31, 2002,
compared  to  $475,742  as  at  June  30,  2001.

We  were  dependent  on  loans  from certain of our shareholders during the nine
months  ended  March  31,  2002,  a  private  placement  of our common stock and
exercises  of  stock  options  to  finance  our business operations.  Loans from
shareholders decreased to $142,232 as at March 31, 2002 from $296,732 as at June
30,  2001.  These  loans  are outstanding as demand loans with no fixed date for
repayment.  There  is no assurance that we will be able to obtain any additional
loans  from  shareholders.  We completed the issuance of 1,100,000 shares of our
common  stock  for  aggregate proceeds of $215,000 during the three months ended
December  31,  2001  pursuant to the exercise of stock options.  The proceeds of
these  issuances were used to reduce our outstanding debt to shareholders and to
pay  outstanding  accounts  liabilities.   Accrued  but  unpaid  consultant fees
payable  to  our  president, Mr. Bruce Leitch, increased to $176,640 as at March
31,  2002  from  $108,640  as  at  June  30,  2001.

We sold an additional 125,000 shares of our common stock at a price of $0.40 per
share to Bay Financial S.A., a private investor, pursuant to Regulation S of the
Securities  Act  of  1933  during the three months ended December 31, 2001.  The
proceeds  of  this  sale were applied to our ongoing product development program
and  to general working capital


                                       10

<PAGE>

purposes.  This  sale  was  completed pursuant to a funding arrangement with Bay
Financial whereby we granted Bay Financial the right to provide up to $1,000,000
of  funding  over a 12-month period. The purchase price for any shares purchased
pursuant  to the funding arrangement will equal 75% of the average closing price
of  the  shares  of our common stock for the 10 day period immediately preceding
receipt  by  us  of  notice  of  intention to fund from the investor. Any shares
purchased  will  be  restricted  shares.  Bay  Financial  did  not  purchase any
additional  shares  during  the  three  months  ended March 31, 2002 and has not
purchased any additional shares since March 31, 2002. There is no assurance that
Bay  Financial  will exercise its right to purchase any additional shares of our
common  stock  under  this  funding  arrangement.

Our  current monthly operating expenses are approximately $12,000 per month. Our
current  cash  reserves  are  only  sufficient  to  enable  us to operate for an
additional  one month as we have no sources of income or financing. In addition,
we  require  approximately $400,000 in order to carry out our plan of operations
over  the  next  twelve  months.  Due  to  our inability to finance our business
operations,  we  are  pursuing  the  exclusive  license  agreement  with  Balsam
Ventures.  There  is  no  assurance  this  agreement  will  be concluded or will
generate  revenues  for  us  if  concluded.

Based  on  our  current  financial  position,  we  require  immediate additional
financing  if  we are to continue as a going concern and to finance our business
operations.  We  anticipate  that  any additional financing would be through the
sales of our common stock or through a strategic partnership arrangement whereby
a  partner  would fund further development of our technology. We do not have any
arrangements  in  place  for  the  sale of any of our securities and we have not
entered  into  any strategic partnerships to date. There is no assurance that we
will  be  able  to  raise  the  additional  capital  that we require to continue
operations.  In  the  event  that we are unable to raise additional financing on
acceptable  terms,  we  will  not  be  able  to  pursue commercialization of our
technology.

We  anticipate that we will continue to incur losses for the foreseeable future,
as  we  expect to incur substantial product development, marketing and operating
expenses  in  implementing  our plan of operations. Our future financial results
are  uncertain  due  to  a  number  of factors, many of which are outside of our
control.  These  factors  include,  but  are  not  limited  to:

A.     our  ability  to develop a commercially marketable Cool Can product or to
enter  into  a  revenue  generating  license  agreement  for  our  technology;

B.     the success of our planned license agreements for the Cool Can technology
that  we  develop;

C.     our  ability  to  raise  additional  capital  necessary  to implement our
business  strategy  and  plan  of  operation;

D.     our  ability to compete with other chilled beverage container technology;
and

E.     the  success  of  any marketing and promotional campaign which we conduct
for  the  our  Cool  Can  product  once  development  is  complete.


                                       11

<PAGE>

CRITICAL  ACCOUNTING  POLICIES  AND  ESTIMATES

Our  significant  accounting  policies  are described in Note 1 to the financial
statements  included in our annual report for the year ended June 30, 2001.  The
accounting  policies  used  in  preparing  our  interim 2002 condensed financial
statements  are  the same as those described in our annual report.  Our critical
accounting  policies  are  those both having the most impact to the reporting of
our  financial  condition  and results, and requiring significant judgements and
estimates.  Our  critical  accounting  policies  include  those  related  to
stock-based  compensation  and  intangibles.


PART  II  -  OTHER  INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS

None.

ITEM  2.  CHANGES  IN  SECURITIES

We  did  not  complete  any  sales of our common stock during our fiscal quarter
ended  March  31,  2002.

ITEM  3.  DEFAULTS  UPON  SENIOR  SECURITIES

None.

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

No  matters  were submitted to our security holders for a vote during the fiscal
quarter  ending  March  31,  2002.

ITEM  5.  OTHER  INFORMATION

None.

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

EXHIBITS

None.

REPORTS  ON  FORM  8-K

None.


                                       12

<PAGE>

                                   SIGNATURES

In  accordance with the requirements of the Securities Exchange Act of 1934, the
Registrant  has duly caused this Quarterly Report on Form 10-QSB to be signed on
its  behalf  by  the  undersigned,  thereunto  duly  authorised.

COOL  CAN  TECHNOLOGIES,  INC.


By:  /s/ Bruce Leitch
     ___________________________________
     Bruce Leitch
     President, Secretary and Treasurer
     (Principal Executive Officer,
     Principal Financial Officer and Principal Accounting Officer)
     Director
     Date:     May 10, 2002