<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  SEPTEMBER  30,  2001

[   ]     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 No.)
incorporation  or  organization)


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

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


                                 NOT APPLICABLE
      _____________________________________________________________________
(Former name, former address and former fiscal six 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:  18,752,966  SHARES COMMON STOCK
OUTSTANDING  AS  OF  NOVEMBER  5,  2001.

                                      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  generally  accepted  accounting
principles.  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  three  months  ended  September  30,  2001 are not
necessarily  indicative  of the results that can be expected for the year ending
June  30,  2002.

                                      2

<PAGE>

<TABLE>
<CAPTION>

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

                       CONDENSED BALANCE SHEETS


                                       September  30,   June  30,

ASSETS                                      2001         2001
                                        -----------   ----------
                                        (Unaudited)    (Audited)
<S>                                   <C>             <C>
Cash                                  $       265     $   1,515
Prepaid expenses                               -             -
                                        -----------   ----------
                Total current assets          265         1,515

Intangibles                                38,600        39,200
                                        -----------   ----------
                                      $    38,865     $  40,715
                                        ===========   ==========

LIABILITIES AND STOCKHOLDERS' DEFICIT

Accounts payable                      $    53,633     $  71,885
Accounts payable, stockholders            134,140       108,640
Due to stockholders                       346,732       296,732
                                        -----------   ----------
       Total current liabilities          534,505       477,257

STOCKHOLDERS' DEFICIT:
  Preferred stock                              -             -
  Common stock                            279,769       279,769
  Accumulated deficit                    (775,409)     (716,311)
                                        -----------   ----------
                                         (495,640)     (436,542)
                                        -----------   ----------

                                      $    38,865     $  40,715
                                        ===========  ==========
</TABLE>


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

                                                         2001          2000
                                                     ------------  ------------

<S>                                                  <C>           <C>
Revenues                                             $         -   $         -
Administrative pre-opening and development expenses       59,098        47,758
                                                     ------------  ------------

      Net loss                                       $   (59,098)  $   (47,758)
                                                     ============  ============


Loss per common share                                $     (0.01)  $     (0.01)
                                                     ============  ============

Loss per common share assuming dilution              $     (0.01)  $     (0.01)
                                                     ============  ============

Weighted average outstanding shares                   18,127,966    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)


                                              Three  Months  Ended
                                                 September  30
                                              --------------------
                                                2001       2000
                                              ---------  ---------
<S>                                           <C>        <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                    $(59,098)  $(47,758)
  Amortization                                     600        600
  Decrease in accounts payable                 (18,252)    (5,060)
  Increase in accounts payable, stockholders    25,500          -
                                              ---------  ---------
      Net cash used in operating activities    (51,250)   (52,218)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Due from stockholders                         50,000     72,500
                                              ---------  ---------
                                                50,000     72,500

      Decrease in cash                          (1,250)    20,282

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

  End of period                               $    265   $ 20,861
                                              =========  =========
</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  September  30,  2001,  the
statement of operations  for  the  three-month periods ended
September 30, 2001 and 2000, and the  condensed  statement  of
cash flows for the three-month periods then ended 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  September  30,
2001  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
September 30, 2001 are not necessarily  indicative  of  the
operating  results  for  the  full  year.


Note  2.     Stockholders'  Equity:

During  the  three  months  ended September 30, 2001, stockholders'
deficit changed  for  a  net  loss  of  $59,098.

Note  3.     Subsequent  Events:

Subsequent  to  September  30,  2001,  the  company re-priced
1,050,000  stock  options  to  $.31 per share for directors and
employees of the Company.  In  October, 2001, 500,000 options were
exercised at $.31 per share by an  employee  of  the  Company.


Note  4.     Subsequent  Events:

Subsequent  to  September 30, 2001, the Company repriced 1,050,000
stock options to $.31 per share for directors and employees.
Compensation expense of $105,000 was recognized as a result of this
repricing.  In October, 2001, 500,000 options were exercised  at
$.31  per  share.

In  addition,  the  Company  has entered  into  a funding agreement
with a stockholder  of  the  Company  whereby  the stockholder  has
agreed to provide $1,000,000 of funding  over a 12-month period by
purchasing restricted Company shares at 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.

<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 aluminum 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 aluminum
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  for  the  next  twelve  months includes the following
components:

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.

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 six
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
three months following completion of phase one at an estimated cost of $100,000.

                                       8

<PAGE>


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

We  currently  have  a  cash  position  of  $265  as  at September 30, 2001.  In
addition,  we have a current working capital deficit of $534,240 as at September
30, 2001.  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.

RESULTS  OF  OPERATIONS

REVENUES

We did not earn any revenues during the three months ended September 30, 2001 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.  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  or successfully sell or license products incorporating our Cool Can
technology  once  development  is  complete.

OPERATING  EXPENSES

Our  operating  expenses  were  $59,908 for the three months ended September 30,
2001,  compared  to  operating  expenses  of  $47,758 for the three months ended
September  30,  2000.   Our  operating  expenses  for  the  three  months  ended
September  30,  2001 consisted primarily of: (i) product development expenses in
the  approximate  amount  of  $11,000;  (ii)  consulting  fees paid to Mr. Bruce
Leitch,  our  chief executive officer, in the amount of $25,500; and (iii) legal
and  accounting  expenses  incurred in connection with our reporting obligations
under  the  Securities  Exchange  Act  of  1934.

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 $59,908 for the three months ended September 30, 2001,
compared to a net loss of $47,758 for the three months ended September 30, 2000.
Our  net  loss  was  comprised  entirely  of  operating  expenses.

                                       9


<PAGE>

LIQUIDITY  AND  CAPITAL  RESOURCES

We  had  cash on hand of $265 as at September 30, 2001, compared to $1,515 as at
June 30, 2001.  We had a working capital deficit of $534,240 as at September 30,
2001,  compared  to  $475,742  as  at  June  30,  2001.

We  were  dependent  on  loans from certain of our shareholders during the three
months  ended September 30, 2001 to finance our business operations.  Loans from
shareholders  increased to $346,732 as at September 30, 2001 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.  Accrued but unpaid consultant fees payable
to  our  president,  Mr. Bruce Leitch, increased to $134,140 as at September 30,
2001  from  $108,640  as  at  June  30,  2001.

Subsequent  to September 30, 2001, we sold 500,000 shares of our common stock at
a  price  of $0.31 per share pursuant to the exercise of employee stock options,
for  gross proceeds of $155,000.  The proceeds of this sale of common stock were
applied  to  fund  payment  of  a portion of our current accounts payable and to
partially  repay  outstanding  shareholder  loans.

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 on October 29, 2001.  We intend to use the proceeds of
this  sale  for  our ongoing product development program and for general working
capital  purposes.

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, assuming that our revenues remain constant. In addition,
we  require  approximately $400,000 in order to carry out our plan of operations
over  the  next  twelve  months.  Accordingly,  we  will  immediately  require
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 other equity-based securities. We are
presently  in  the  process  of  negotiating private placements of securities to
raise  working  capital  to  finance its operations. However, we do not have any
arrangements  in  place  for  the  sale of any of our securities and 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  intend  to reduce our product development
efforts  and  may  implement  additional  actions  to  reduce  expenditures.

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;

                                      10

<PAGE>

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.



PART  II  -  OTHER  INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS

     None.

ITEM  2.  CHANGES  IN  SECURITIES

     None.

ITEM  3.  DEFAULTS  UPON  SENIOR  SECURITIES

     None.

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

     None.

ITEM  5.  OTHER  INFORMATION

     None.

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K.

EXHIBITS

     None.


REPORTS  ON  FORM  8-K

1.     Form  8-K  filed  November  8, 2001 announcing funding agreement with Bay
Financial,  S.A.

                                      11

<PAGE>

                                   SIGNATURES

In  accordance with the requirements of the Securities and Exchange Act of 1934,
the  Registrant  has  duly  caused this report 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:  November 9, 2001