U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

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

                 For the quarterly period ended January 31, 2002

                 [ ] Transition Report under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

          For the transition period from ____________ to _____________

                         Commission file number: 0-28155

                          NATURAL SOLUTIONS CORPORATION
        (Exact Name of Small Business Issuer as Specified in its Charter)


            Nevada                                                88-0367024
(State or Other Jurisdiction of                                (I.R.S. Employer
Incorporation or Organization)                               Identification No.)


                          100 Volvo Parkway, Suite 200
                           Chesapeake, Virginia 23320
                    (Address of Principal Executive Offices)

                                 (757) 548-4242
                (Issuer's Telephone Number, Including Area Code)


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

         State the number of shares  outstanding of each of the issuer's classes
of common equity, as of the latest practicable date:

          26,743,873 shares of common stock, par value $.001 per share,
                       outstanding as of February 28, 2002



<PAGE>

                                     PART I

                              FINANCIAL INFORMATION

Item 1.  Condensed Consolidated Financial Statements


            Condensed Consolidated Balance Sheets                            F-2

            Condensed Consolidated Statements of Operations                  F-3

            Condensed Consolidated Statements of Cash Flows                  F-4

            Condensed Consolidated Statements of Changes in
            Stockholders' Deficit                                            F-5

            Notes to Condensed Consolidated Financial Statements             F-6


















                                       F-1

<PAGE>


                          NATURAL SOLUTIONS CORPORATION
                      Condensed Consolidated Balance Sheets
<TABLE>
<CAPTION>
                                                                 Unaudited       Unaudited
                                                                 January 31,     January 31,
                 ASSETS                                             2002            2001        July 31, 2001
------------------------------------------------------------    ------------    ------------    -------------
<S>                                                             <C>             <C>             <C>
Current Assets:
   Cash and Cash Equivalents                                    $     95,849    $    317,027    $      6,161
   Trade Accounts Receivable, net                                    404,835         598,519          72,688
   Stock Subscription Receivable                                           -               -         490,000
   Other Receivables, net                                             22,156          30,082          36,479
   Inventories                                                       214,600         600,310         239,784
   Prepaid Expenses                                                   66,830          34,966          34,692
                                                                ------------    ------------    ------------
      Total Current Assets                                           804,270       1,580,904         879,804

Property and Equipment, at cost                                      178,616         161,850         233,673
   Less Accumulated Depreciation                                     (88,439)        (89,556)       (110,916)
                                                                ------------    ------------    ------------
                                                                      90,177          72,294         122,757

Licensing Agreement, net                                             170,320         273,223         221,771
                                                                ------------    ------------    ------------
                                                                $  1,064,767    $  1,926,421    $  1,224,332
                                                                ============    ============    ============

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current Liabilities:
   Trade Accounts Payable                                          1,526,296         946,445       1,165,436
   Accrued Expenses                                                  489,645         243,680         387,958
   Notes Payable                                                      98,526         102,000         104,974
   Other Liabilities                                                       -               -         150,000
                                                                ------------    ------------    ------------
      Total Current Liabilities                                    2,114,467       1,292,125       1,808,368

Convertible Debentures to Related Party                            1,620,350       1,557,152       1,588,751
Other Liabilities                                                    150,000               -         150,000
Long Term Debt to Related Party                                      257,000         257,000         257,000
                                                                ------------    ------------    ------------
      Total Liabilities                                            4,141,817       3,106,277       3,804,119
                                                                ------------    ------------    ------------

Commitments and Contingent Liabilities

Stockholders' Equity (Deficit):
   8% Convertible Preferred Stock, $0.001 par value,
     20,000,000 shares authorized, 7,770 issued and
     outstanding on January 31, 2002, 7,500 on July 31,
     2001, and 6,500 on January 31, 2001                                   8               7               8
   Common Stock, $0.001 par value, 55,000,000 shares
     authorized, 26,743,873 issued and outstanding
     on January 31, 2002, 24,743,873 on July 31, 2001,
     and 20,046,540 on January 31, 2001                               26,744          20,047          24,744
   Additional Paid-in Capital                                     14,826,485      14,255,773      14,271,385
   Accumulated Deficit                                           (17,930,287)    (15,455,683)    (16,875,924)
                                                                ------------    ------------    ------------
      Total Stockholders' Equity (Deficit)                        (3,077,050)     (1,179,856)     (2,579,787)
                                                                ------------    ------------    ------------
                                                                $  1,064,767    $  1,926,421    $  1,224,332
                                                                ============    ============    ============
</TABLE>

            See Notes to Condensed Consolidated Financial Statements.


                                       F-2

<PAGE>

                          NATURAL SOLUTIONS CORPORATION
                 Condensed Consolidated Statements of Operations
<TABLE>
<CAPTION>
                                                        For the Three Months Ended       For the Six Months Ended
                                                               January 31                       January 31
                                                       ----------------------------    ----------------------------
                                                        Unaudited       Unaudited       Unaudited       Unaudited
                                                          2002             2001           2002             2001
                                                       ------------    ------------    ------------    ------------
<S>                                                    <C>             <C>             <C>             <C>
Net Sales                                              $    836,702    $  1,238,378    $    983,827    $  1,591,969
Costs Applicable to Sales                                   644,830         888,951         796,862       1,063,596
                                                       ------------    ------------    ------------    ------------
      Gross Profit                                          191,872         349,427         186,965         528,373

Operating Costs and Expenses:
   Selling and Administrative Expenses                      407,049         488,496         867,352         990,217
                                                       ------------    ------------    ------------    ------------
                                                           (215,177)       (139,069)       (680,387)       (461,844)

Interest and Other Expense,  net                            (42,091)        (80,014)       (122,010)       (279,654)
                                                       ------------    ------------    ------------    ------------
   Losses from Continuing Operations Before Taxes          (215,177)       (219,083)       (802,397)       (741,498)

Income Tax Expense                                                -               -               -               -
                                                       ------------    ------------    ------------    ------------
   Losses from Continuing Operations                       (257,268)       (219,083)       (802,397)       (741,498)

Discontinued Operations:
  Loss from Operations of Discontinued Product
     Line, Net of Taxes                                           -        (124,871)              -        (241,599)
  Loss on Discontinuance of Product Line, including
     Provision of $77,629 for Operating Losses
     During Phase-Out Period, net of taxes                  (62,315)              -        (194,866)              -
                                                       ------------    ------------    ------------    ------------
Net Loss                                               $   (319,583)   $   (343,954)   $   (997,263)   $   (983,097)
                                                       ============    ============    ============    ============

Loss per Share, Basic and Diluted, from
   Continuing Operations                                     ($0.01)         ($0.01)         ($0.03)         ($0.04)
                                                       ============    ============    ============    ============
Loss per Share, Basic and Diluted, from
   Discontinued Product Line, net of taxes                        -          ($0.01)              -          ($0.01)
                                                       ============    ============    ============    ============
Loss per Share, Basic and Diluted, from
   Discontinuance of Product Line                                 -               -          ($0.01)              -
                                                       ============    ============    ============    ============
Loss per Share, Basic and Diluted                            ($0.01)         ($0.02)         ($0.04)         ($0.05)
                                                       ============    ============    ============    ============
Weighted Average Common
   Shares Outstanding                                    26,743,873      20,046,540      26,243,873      20,041,540
                                                       ============    ============    ============    ============

</TABLE>

            See Notes to Condensed Consolidated Financial Statements.



                                       F-3

<PAGE>

                          NATURAL SOLUTIONS CORPORATION
                 Condensed Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
                                                                 For the Six Months Ended January 31
                                                                   ------------------------------
                                                                     Unaudited        Unaudited
                                                                        2002            2001
                                                                   -------------    -------------
<S>                                                                <C>              <C>
Operating Activities:
Net Loss                                                           $    (997,263)   $    (983,097)
Adjustments to Reconcile Net Loss to Cash
  Used in Operating Activities:
   Depreciation and Amortization                                          66,096           67,946
   Non-Cash Interest Charges                                              31,599          214,732
   Loss on Sale of Fixed Asset                                             7,937                -
   Product and Services Purchased for Stock
      and Options                                                              -            7,000
   Increase  in Accounts and Other Receivables                          (317,824)        (496,909)
   Decrease (Increase) in Inventories                                     25,184          (89,620)
   Increase in Prepaid Expenses                                          (32,138)          (9,659)
   Increase in Accounts Payable and
      Accrued Expenses                                                   462,545          240,404
   Decrease in Other Liabilities                                        (150,000)               -
                                                                   -------------    -------------
Cash Used in Operating Activities                                       (903,864)      (1,049,203)
                                                                   -------------    -------------

Investing Activities:
   Acquisition of Equipment                                                    -           (8,733)
   Proceeds from the Sale of Equipment                                    10,000                -
                                                                   -------------    -------------
Cash Provided by (Used in) Investing Activities                           10,000           (8,733)
                                                                   -------------    -------------

Financing Activities:
   Payment of Note Payable                                                (6,448)               -
   Proceeds from Issuance of Convertible Debentures                            -          535,000
   Proceeds from Issuance of Common Stock                                990,000                -
   Proceeds from Issuance of Preferred Stock                              57,100          650,000
   Preferred Stock Dividends Paid                                        (57,100)          (5,537)
                                                                   -------------    -------------
Cash Provided by Financing Activities                                    983,552        1,179,463
                                                                   -------------    -------------

Net Increase in Cash                                                      89,688          121,527
Cash and Cash Equivalents - Beginning of Year                              6,161          195,500
                                                                   -------------    -------------
Cash and Cash Equivalents - End of Year                            $      95,849    $     317,027
                                                                   =============    =============

Supplemental Disclosures of Cash Flow Information:
   Non-Cash Charges Against Income:
      Amortization of Charges to Stock Warrants                    $      31,599    $      31,607
      One-Time Charge from Issuance of Convertible Debentures      $           -    $     183,125
</TABLE>

            See Notes to Condensed Consolidated Financial Statements.



                                       F-4

<PAGE>

                          NATURAL SOLUTIONS CORPORATION
      Condensed Consolidated Statements of Changes in Stockholders' Deficit
                    For the Six Months Ended January 31, 2002
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                   Par                         Par       Additional
                                  Preferred       Value         Common        Value        Paid-in     Accumulated
                                    Shares      Preferred       Shares        Common       Capital       Deficit         Totals
                                 ------------  ------------  ------------  ------------  ------------  ------------   ------------
<S>                                     <C>    <C>             <C>         <C>           <C>           <C>            <C>
Balance, July 31, 2001                  7,500  $          8    24,743,873  $     24,744  $ 14,271,385  $(16,875,924)  $ (2,579,787)
                                 ============  ============  ============  ============  ============  ============   ============

Stock Issued for Cash                       -             -     2,000,000         2,000       498,000             -        500,000
Preferred Stock Dividends Paid            270             -             -             -        57,100       (57,100)             -
Net Loss January 31, 2002                   -             -             -             -             -      (997,263)      (997,263)
                                 ------------  ------------  ------------  ------------  ------------  ------------   ------------
Balance January 31, 2002                7,770  $          8    26,743,873  $     26,744  $ 14,826,485  $(17,930,287)  $ (3,077,050)
                                 ============  ============  ============  ============  ============  ============   ============
</TABLE>

            See Notes to Condensed Consolidated Financial Statements.











                                       F-5

<PAGE>

                          NATURAL SOLUTIONS CORPORATION
              Notes to Condensed Consolidated Financial Statements
                                January 31, 2002


Note 1. The interim financial statements include all adjustments,  which, in the
opinion of management,  are necessary in order to make the financial  statements
not misleading.  The unaudited condensed  consolidated  financial statements and
notes  are  prepared  in  accordance   with  Rule  310(b)  of  Regulation   S-B.
Accordingly,  certain information and footnote  disclosures normally included in
financial  statements  prepared in accordance with generally accepted accounting
principles have been omitted. The accompanying  condensed consolidated financial
statements  and notes should be read in conjunction  with the audited  financial
statements  and notes of the Company for the year ended July 31, 2001,  which is
included in the Company's Annual Report on Form 10-KSB for the fiscal year ended
July 31,  2001.  The  balance  sheet as of July 31,  2001 was  derived  from the
audited financial  statements as of that date. The results of operations for the
six-months ended January 31, 2002 are not necessarily  indicative of those to be
expected for the entire year.

Note 2. In accordance  with a settlement  agreement  dated February 16, 2001, on
August 3, 2001, M.G.  Robertson  consummated the purchase of 3,925,000 shares of
Common Stock for $375,000 in a private transaction.

Note 3. On September 12, 2001, the Company sold 2,000,000 shares of common stock
in a private sale for $500,000.  The subscription  agreement called for payments
of $300,000 on or before  October 10, 2001 and $200,000 on or before January 10,
2002.  The  $300,000  payment was  received on October 5, 2001 and the  $200,000
payment was received on December 3, 2001.

Note 4. On August 1, 2001 the Company signed an employment agreement with Lowell
W. Morse,  to act as President of the Company.  Among  others,  the terms of the
agreement  provide  for a salary of  $240,000  per year,  and stock  options for
2,000,000  shares of the Company's  common stock,  which vest over the first two
years of his employment. The grant of these options was made under the Company's
2001  Employee  Stock  Option  Plan.  The 2001  Employee  Stock  Option Plan was
approved  by  a  vote  of  the   shareholders  at  the  annual  meeting  of  the
shareholders, which was held on December 11, 2001.

In January  2002,  the Company  entered  into an agreement  with Cenco  Refining
Company  ("Cenco"),  which is owned by Cenco,  Inc. M.G.  Robertson,  who is the
Company's  Chairman  of the  Board  and the  beneficial  owner of  65.19% of the
Company's common stock, is trustee of the trust that owns the majority  interest
in Cenco,  Inc. This  agreement  permits the President of the Company to provide
certain management services to Cenco in exchange for a management fee of $19,800
per month that is paid  directly to the Company.  Either party may terminate the
agreement  at any time.  The  President  of the Company  receives no  additional
compensation  for his  services to Cenco.  The Company does not believe that Mr.
Morse's  services  to Cenco  will  affect his  ability to perform  his duties as
President  of the  Company  and  otherwise  fulfill  his  obligations  under his
employment agreement.

Note 5. On July 17,  2001,  the Company  discontinued  its dust control and road
stabilization  business to focus its resources on distribution of its Ice Ban(R)
products. The Company determined that the investment required to develop product
demand  and a  nationwide  sales,  distribution,  and  support  network  for its
Roadbind  products required more resources than were available to the Company at
the time.

In accordance with the  discontinuance  plan, the Company  terminated all of its
sales  staff  associated  with the  Roadbind  product  line,  began  efforts  to
liquidate all remaining  Roadbind products,  sell the equipment  associated with
the products,  and terminate any contracts  associated with the Roadbind product
line. During the three months and six months ended January 31, 2002, the Company
determined  that the net  realizable  value of the  remaining  inventory and two
remaining  application  trucks  was below the  estimates  made at the end of the
fiscal year ended July 31, 2001.  For the three  months ended  January 31, 2002,
the losses associated with the  discontinuance  plan totaled $62,315 and include
an additional inventory valuation adjustment of $45,000 and a change in estimate
of $17,315 for operating losses during the  discontinuance  period.  For the six
months  ended  January 31,  2002,  these  losses  totaled  $194,866  and include
additional losses of $122,629 and


                                       F-6
<PAGE>
                          NATURAL SOLUTIONS CORPORATION
        Notes to Condensed Consolidated Financial Statements (Continued)
                                January 31, 2002


$17,410 for inventory and application  trucks,  respectively.  Also, $54,827 was
recorded  for a change in estimate for  operating  losses  during the  phase-out
period.

For the three-month and six-month  periods ended January 31, 2001, the operating
results for the Roadbind product line are summarized as follows:

                                                    Three Months      Six Months
                                                  ------------------------------
         Sales                                       $   14,186      $   94,400
                                                  ------------------------------
         Gross Profit (Loss)                            (56,823)        (87,047)
         Sales, Marketing, and Other Expenses            68,048         154,552
                                                  ------------------------------
         Net Loss                                    $ (124,871)     $ (241,599)
                                                  ==============================

Note 6. The following is a reconciliation  of the numerators and denominators of
the basic and diluted earnings per share computations.
<TABLE>
<CAPTION>
                                                      For the Six Months Ended January 31, 2002
                                                     -------------------------------------------
                                                        Net Loss        Shares        Per Share
                                                      (Numerator)   (Denominator)      Amount
                                                     ------------   -------------   ------------
<S>                                                  <C>              <C>           <C>
Net Loss from Continuing Operations                  $   (802,397)
Plus: Preferred Stock Dividends                           (57,100)
                                                     ------------
Loss Per Share, Basic and Diluted, from
   Continuing Operations Available to Common
   Shareholders                                          (859,497)    26,243,873    $      (0.03)
                                                                                    ============
Loss Per Share, Basic and Diluted, from
   Discontinuance of Product Line Available to
   Common Shareholders                                   (194,866)    26,243,873    $      (0.01)
                                                     ------------                   ============
Loss per Share, Basic and Diluted                    $ (1,054,363)    26,243,873    $      (0.04)
                                                     ============                   ============
</TABLE>

Exercisable options,  warrants, and convertible securities to acquire 14,774,910
shares of common  stock were  outstanding  at  January  31,  2002,  but were not
included in the  computation  of diluted  earnings per share as their effect was
anti-dilutive to the reported loss per basic common share.
<TABLE>
<CAPTION>
                                                      For the Six Months Ended January 31, 2001
                                                     -------------------------------------------
                                                        Net Loss       Shares        Per Share
                                                      (Numerator)   (Denominator)     Amount
                                                     ------------   -------------   ------------
<S>                                                  <C>              <C>           <C>
Net Loss from Continuing Operations                  $   (741,498)
Plus: Preferred Stock Dividends                            (5,537)
                                                     ------------
Loss Per Share, Basic and Diluted, from
   Continuing Operations Available to Common
   Shareholders                                          (747,035)    20,041,540    $      (0.04)
                                                                                    ============
Loss Per Share, Basic and Diluted, from
   Discontinued Product Line Available to
   Common Shareholders                                   (241,599)    20,041,540    $      (0.01)
                                                     ------------                   ============
Loss per Share, Basic and Diluted                    $   (988,634)    20,041,540    $      (0.05)
                                                     ============                   ============
</TABLE>

Exercisable options,  warrants, and convertible securities to acquire 12,594,910
shares of common  stock were  outstanding  at  January  31,  2001,  but were not
included in the  computation  of diluted  earnings per share as their effect was
anti-dilutive to the reported loss per basic common share.


                                       F-7
<PAGE>

                          NATURAL SOLUTIONS CORPORATION
        Notes to Condensed Consolidated Financial Statements (Continued)
                                January 31, 2002


Note 8. As of January 31, 2002, M.G.  Robertson,  the Company's  Chairman of the
Board, held convertible debentures issued by the Company in the aggregate amount
of $1,885,000.  Interest  accrues on this amount at 10% per year.  Such interest
payments are due in arrears, semi-annually.  The interest may be paid in cash or
common stock, at the Company's  election.  To date, the Company has not paid any
interest on the  convertible  debentures held by Dr.  Robertson.  At January 31,
2002, there was a total of $352,227 of accrued interest due on these debentures.
Dr. Robertson has not yet demanded payment.

Note 9. Contingencies and Legal Matters include the following:

Sears Oil Company alleges fraudulent  misrepresentation and inducement regarding
the Toth  patent.  The  plaintiff  amended  their  complaint  to  allege  patent
infringement   of  the  Toth  patent.   Plaintiffs  seek  damages  of  $400,000,
unspecified  consequential  damages, plus dissolution of a New York LLC in which
both parties are principals. The Company has filed counterclaims alleging breach
of fiduciary duty,  breach of a  confidentiality  agreement by Sears Oil Company
and others acting in concert with Sears Oil Company. No trial has been scheduled
as of the date of the  issuance of these  financial  statements.  Management  is
uncertain of the outcome in this case and unable to estimate the amount or range
of potential loss, if any.

Minnesota  Corn  Processors  seeks  $143,555 in damages  for  product  allegedly
delivered  to the  Company,  which is included in trade  payables as of July 31,
2001. The Company  disputes this claim,  and has filed a  counterclaim,  seeking
damages for MCP's breach of a Supply Agreement and Sublicense Agreement.

Terrabind International, Inc. alleges malicious prosecution and abuse of process
with respect to the Company's  previous lawsuit against  Terrabind.  The Company
disputes this claim and is vigorously defending itself. The outcome is uncertain
and the amount or range of loss, if any, is not available.

Note 10. The accompanying  financial  statements have been prepared assuming the
Company will continue as a going concern.  The Company has incurred losses since
its  inception,   August  14,  1996,  and  has  aggregate  operating  losses  of
$17,930,287 through January 31, 2002. As a result of these continued losses, the
Company  has been  unable to generate  sufficient  cash flow from its  operating
activities to support current operations.

The Company  believes  that  increased  sales are  necessary in order to achieve
adequate short-term and long-term liquidity and solvency.  The Company's ability
to generate sufficient future cash flows from its operating  activities in order
to sustain future  operations cannot be determined at this time. The Company has
primarily  funded  its  operations  through  the sale of its  common  stock  and
preferred  stock,  and the issuance of debt.  There can be no assurance that the
Company  will be able to  continue  to do so in the future and, if so, that such
funding  will  provide  sufficient  capital on terms  favorable  to the Company.
Management's plan to overcome these problems include the following:

1.  The Company is seeking to raise $1,250,000 of additional capital through the
    sale of stock in the Company or the issuance of debt.

2.  The Company is exploring opportunities to establish relationships with other
    companies  with the goal to provide  year-round  product sales and increased
    sales of existing products.

3.  The Company has  developed a series of upgraded  Ice  Ban(R)products,  which
    better meet the performance and  environmental  standards,  developed in the
    industry.  As a result,  the Company has added certain new customers,  which
    may increase sales in the next winter season.

4.  The Company has refined its  strategic  plan  addressing  marketing,  sales,
    product  quality,   and  operational   issues  and  is  in  the  process  of
    implementing each of the elements of that plan.


                                       F-8

<PAGE>

                          NATURAL SOLUTIONS CORPORATION
        Notes to Condensed Consolidated Financial Statements (Continued)
                                January 31, 2002


5.  The Company is also  continuing to streamline its central  organization  and
    eliminating unnecessary overhead costs.

These  uncertainties  and  the  uncertainties  associated  with  the  unresolved
litigation  matters  raise  substantial  doubt  about the  Company's  ability to
continue as a going  concern  and,  therefore,  about its ability to realize its
assets and  discharge  its  liabilities  in the normal  course of business.  The
financial  statements  do not  include any  adjustments  and  classification  of
liabilities that may be necessary if the entity is unable to continue as a going
concern.





























                                       F-9

<PAGE>

Item 2.  Management's Discussion and Analysis

Forward Looking Statements:

This Form 10-QSB  includes  "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.  All  statements,  other  than
statements of historical  facts,  included or  incorporated by reference in this
Form 10-QSB which address  activities,  events or developments which the Company
expects or anticipates will or may occur in the future, including such things as
future capital expenditures (including the amount and nature thereof), expansion
and growth of the Company's business and operations,  and other such matters are
forward-looking  statements.  These statements are based on certain  assumptions
and analyses made by the Company in light of its  experience  and its perception
of historical  trends,  current  conditions and expected future  developments as
well as other factors it believes are appropriate in the circumstances. However,
whether  actual  results  or  developments   will  conform  with  the  Company's
expectations and predictions is subject to a number of risks and  uncertainties,
including  reliance on winter weather  conditions,  increased  competition  from
other  products and product  resellers;  the  Company's  ability to maintain and
increase its distributor  network;  the Company's ability to acquire  sufficient
raw materials to meet customer  demands;  changes in environmental  regulations;
general economic market and business conditions;  the business opportunities (or
lack  thereof)  that may be presented to and pursued by the Company;  changes in
laws or regulation;  and other factors,  most of which are beyond the control of
the Company.  Consequently,  all of the forward-looking  statements made in this
Form 10-QSB are  qualified by these  cautionary  statements  and there can be no
assurance  that the actual  results or  developments  anticipated by the Company
will be realized  or, even if  substantially  realized,  that they will have the
expected consequence to or effects on the Company or its business or operations.
The  Company   assumes  no  obligations  to  update  any  such   forward-looking
statements.

Overview:

The Company was formed to exploit certain patents,  rights to patents, and other
proprietary  products covered under a licensing agreement to market agricultural
and timber  co-products  such as road  de-icing and  anti-icing  products in the
United States.  The products are marketed under the protected trade names of Ice
Ban(R).   These   products   are  sold   through  a  network  of  direct   sales
representatives and licensed distributors throughout the United States.

Until July 17, 2001, the Company also marketed a product under the trade name RB
ULTRA(TM) in the U.S. RB ULTRA(TM) is a biodegradable, environmentally friendly,
non-toxic,  non-corrosive dust control and road stabilization product for use in
the maintenance of unpaved roads. The Company discontinued this product after it
determined  that  the  investment  required  to  develop  product  demand  and a
nationwide  sales,  distribution,  and support network for this product required
more resources than were available to the Company at the time.

In fiscal  year  2002,  the  Company  began  efforts to locate  businesses  with
year-round  products for sale and distribution  through the Company's network of
customers and distributors.  The Company will actively seek out,  research,  and
consider acquisition of such companies and products that complement the existing
products and customer  needs.  The Company has also revised its Ice Ban(R) sales
and marketing  strategy for future winter  seasons to decrease its reliance on a
direct   sales  force  and  instead  to  emphasize   distributor   sales  almost
exclusively.  There  can  be no  assurance  that  the  Company  will  locate  or
successfully  negotiate terms with any such businesses or that such new products
will result in significant increases in sales.

Results of Operations - The Three-Months  Ended January 31, 2002 Compared to the
Three-Months Ended January 31, 2001:

Net sales from continuing operations for the three-months ended January 31, 2002
were $836,702,  compared to $1,238,378 for the same period last year;  resulting
in an decrease of $401,676 or 33%.  The Company  believes  that the  decrease in
sales is largely due an abnormally mild winter  throughout the United States and
a carryover of customer and distributor inventories from last winter. Discounted
sales of the previous  generation of Ice Ban products also had a negative impact
on sales, which resulted from the introduction of


<PAGE>
the next generation of Ice Ban products.

The Company has increased its  government bid  activities,  added new customers,
and modified its distributor  network in an effort to increase  sales.  Although
there  can  be  no   assurances,   management   believes   that  the   continued
implementation  of its sales  and  marketing  plans,  further  promotion  of the
enhanced Ice Ban products,  and a return to normal winter weather conditions may
result in higher net sales for fiscal years 2003 and beyond.

The Company is also seeking additional products and services to expand its sales
base beyond the existing products lines.

The gross profit for the current  period  totaled  $191,872  (23% of net sales),
compared to $349,427 (28% of net sales) for the  comparable  period in the prior
year, a decrease of $157,555. The dollar decrease in gross margin is largely due
to decreased  sales volume and margins,  which cover fixed  storage and rail car
leases recorded as cost of sales.

Selling and administrative  expenses totaled $407,049,  compared to $488,496 for
the same period last year; a reduction of $81,447.  The most  significant  items
effecting the reduction of these expenses is the $25,012  reduction of sales and
distributor commissions, resulting from the decline in sales. A variety of other
expense variations further contributed to these savings. As the Company attempts
to expand its marketing, sales, and distribution efforts, advertising,  payroll,
and travel expenses are expected to increase.

Other expense totaled $42,091 in the current year, as compared to $80,014 in the
same  three-months  of the prior year.  This  improvement  is  primarily  due to
non-cash  interest  charges of $35,799 in the prior year,  which  resulted  from
changes in the required  accounting  treatment for convertible  debentures.  The
non-cash  charges for these items  totaled  $15,799 in the current  year.  Other
interest accruals  associated with long-term debt totaled $26,292 in the current
period and $44,215 in the prior year.

Losses from continuing  operations for the  three-months  ended January 31, 2002
were  $257,268,  as compared to $219,083 for the same period  ended  January 31,
2001, an increase of $38,185 or 17%.

In July 2001,  the  Company  discontinued  its efforts to market  Roadbind  dust
control and soil  stabilization  products.  During the previous  two years,  the
Company  incurred  losses from Roadbind  operations  and  discontinuance  of the
product  line of $780,519  and  $325,638 in fiscal years ended July 31, 2001 and
2000,  respectively.  In the  three-months  ended January 31, 2002,  the Company
recorded  additional  losses on  discontinuance  of the  product  line  totaling
$62,315.  These losses include an additional  inventory valuation  adjustment of
$45,000  and a change in estimate of $17,315  for  operating  losses  during the
discontinuance  period.  In the  three-month  period ended January 31, 2001, the
Company lost $124,871 from Roadbind operations.

The Company had a net loss of $319,583 for three-months  ended January 31, 2002,
compared to a net loss of $343,954 for the quarter  ended  January 31, 2001,  an
improvement of 24,371.

Results of  Operations - The  Six-Months  Ended January 31, 2002 Compared to the
Six-Months Ended January 31, 2001:

Net sales from continuing  operations for the six-months  ended January 31, 2002
were $983,827,  compared to $1,591,969 for the same period last year;  resulting
in an decrease of $608,142 or 38%.  The Company  believes  that the  decrease in
sales is largely due an abnormally mild winter  throughout the United States and
a carryover of customer and distributor inventories from last winter. Discounted
sales of the previous  generation of Ice Ban products also had a negative impact
on sales, which resulted from the introduction of the next generation of Ice Ban
products.

The Company has increased its  government bid  activities,  added new customers,
and modified its distributor  network in an effort to increase  sales.  Although
there  can  be  no   assurances,   management   believes   that  the   continued
implementation  of the its sales and marketing plans,  further  promotion of the
enhanced Ice Ban products,  and a return to normal winter weather conditions may
result in higher net sales for fiscal years 2003 and beyond.

The Company is also seeking additional products and services to expand its sales
base beyond the existing
<PAGE>
products lines.

The gross profit for the current  period  totaled  $186,965  (19% of net sales),
compared to $528,373 (33% of net sales) for the  comparable  period in the prior
year, a decrease of $341,408. The dollar decrease in gross margin is largely due
to decreased  sales volume and margins,  which cover fixed  storage and rail car
leases recorded as cost of sales.

Selling and administrative  expenses totaled $867,352,  compared to $990,217 for
the same period last year; a reduction of $122,865.  The most significant  items
effecting  the  reduction  of these  expenses is the $67,655  reduction of legal
fees,  due to the  settlements  of several  legal  disputes in fiscal year 2001.
Professional fees also declined by $35,501,  which was primarily the result of a
change in auditors. A variety of small expense variations further contributed to
these  savings.  As the Company  continues to expand its marketing,  sales,  and
distribution efforts, advertising,  payroll, and travel expenses are expected to
increase.

Other expense  totaled  $122,010 in the current year, as compared to $279,654 in
the same  six-months  of the prior year.  This  improvement  is primarily due to
non-cash  interest  charges of $214,732 in the prior year,  which  resulted from
changes in the required  accounting  treatment for convertible  debentures.  The
non-cash  charges for these items  totaled  $31,599 in the current  year.  Other
interest accruals  associated with long-term debt totaled $90,411 in the current
period and $64,922 in the prior year.

Losses from continuing operations for the six-months ended January 31, 2002 were
$802,397, as compared to $741,498 for the same period ended January 31, 2001, an
increase of $60,899 or 8%.

In July 2001,  the  Company  discontinued  its efforts to market  Roadbind  dust
control and soil  stabilization  products.  During the previous  two years,  the
Company  incurred  losses from Roadbind  operations  and  discontinuance  of the
product  line of $780,519  and  $325,638 in fiscal years ended July 31, 2001 and
2000, respectively.  In the current year, the Company recorded additional losses
on  discontinuance of the product line totaling  $194,866.  These losses include
additional  valuation  adjustments  of $122,629 and $17,410,  respectively,  for
inventory  and  application  trucks,  plus a change in  estimate  of $54,827 for
operating  losses  during the  discontinuance  period.  In the prior  year,  the
Company lost $241,599 from Roadbind operations.

The Company had a net loss of $997,263 for  six-months  ended  January 31, 2002,
compared to a net loss of $983,097 for the quarter ended January 31, 2001.

Liquidity and Capital Resources:

In  the  six-months  ended  January  31,  2002,  operating  activities  consumed
$903,864,  compared to $1,049,203  consumed in the comparable  period in 2001, a
decrease of $145,339 or 14%.  This decrease in cash consumed is primarily due to
an increase in accounts payable and accrued expenses of $462,545, compared to an
increase  of  $240,404  in the prior  year.  A variety  of  smaller  items  also
contributed to the decrease in cash consumed by operating  activities.  This was
partially offset by the payment of $150,000 for legal settlement obligations.

The Company  recorded an infusion of $990,000 from  financing  activities in the
first six-months of the current fiscal year. The following  paragraphs  describe
each of the transactions.

On July 25, 2001, Dr. Robertson  invested $500,000 through the sale of 5,208,333
shares of Company  common  stock.  At the end of the fiscal  year ended July 31,
2001,  the Company had  received  $10,000 of this  subscription.  The  remaining
$490,000 was received during the six-months ended January 31, 2002.

On September 12, 2001,  the Company sold  2,000,000  shares of common stock in a
private sale for $500,000.  The  subscription  agreement  called for payments of
$300,000 on or before  October 10,  2001 and  $200,000 on or before  January 10,
2002.  The  $300,000  payment was  received on October 5, 2001 and the  $200,000
payment was received on December 3, 2001.

The Company  believes  that it is necessary to raise  additional  debt or equity
capital in order to meet its  short-term  liquidity and solvency  needs over the
next twelve months while  maintaining  operations  and  supporting the continued
expansion of the  marketing,  sales,  and  distribution  efforts  throughout the
United States.  Currently,  sales volumes do not produce  sufficient  profits to
support the expansion  planned for the remainder
<PAGE>

of the  current  fiscal  year.  The  Company  continues  to seek  an  additional
$1,250,000  in debt and  equity to finance  its  current  operational  plans and
expand its sales,  marketing,  and distribution networks. The Company is seeking
other  qualified  investors  to fund this amount.  In  addition,  the Company is
exploring opportunities to establish relationships with other companies with the
goal to  provide  year-round  product  sales  opportunities  and  growth  of the
Company's existing product sales.

The Company believes that an additional $1,250,000 in funding will be sufficient
to achieve  operating  profits and fuel its growth for the  foreseeable  future.
There can be no assurance, however, that the Company will secure such additional
financing.  There also can be no assurance that any additional financing will be
available  to the Company on  acceptable  terms,  or at all.  If issuing  equity
securities  raises  additional  funds,  such  securities  may  result in further
dilution to the existing stockholders.

The Company also believes that increased sales are necessary in order to achieve
adequate short-term and long-term liquidity and solvency. The plan of operations
for the next twelve months anticipates that Ice Ban(R) will provide the dominant
share of revenue. However, due to the significant amount of fixed storage costs,
increased  sales  volumes  are  expected  to result in a decline  in the cost of
product sold as a percent of net sales.

The failure of the Company to address these  liquidity  and solvency  issues may
have a material  adverse  effect on the Company's  ability to realize its assets
and discharge its liabilities in the normal course of business.


                            PART II OTHER INFORMATION

Item 1.  Legal Proceedings.

Except as set forth below, please see the disclosures  provided in Item 3 of the
Annual  Report on Form  10-KSB  for the fiscal  year  ended July 31,  2001 for a
description of the Company's pending legal proceedings.

1.    Natural  Solutions  Corporation et al. vs. Howard Sears,  et al., Case No.
99-3344,  in the Circuit  Court in and for Palm Beach  County.  This lawsuit was
filed on April 6, 1999 by the Company and IBUSA for breach of contract and for a
declaratory  judgement  against the named  Hungarian  inventors of the so-called
"Vinasz"  patent,  and tortious  interference  with the Company's  rights to the
so-called Vinasz patent acquired by Mr. Janke from the Hungarian inventors.  The
Company and IBUSA seek damages in an unspecified  amount. Some limited discovery
on  jurisdiction  has been  undertaken  in this case.  The  Company has filed an
Amended  Complaint  and the  Defendants'  have  filed a motion to  dismiss  such
Amended Complaint, which will be heard in March 2002.

2.    Sears Oil Company  ("SEACO") vs. Natural  Solutions  Corporation,  et al.,
Case No. 99-CV-704-DNH. This is an action filed on January 25, 1999, in New York
State Court,  but removed to the United States  District  Court for the Northern
District of New York. This action alleges  fraudulent  misrepresentations  based
upon the ownership of the Vinasz patent and fraudulent  inducement  with respect
to a certain contract for the distribution of product in New England, based upon
misrepresentations  regarding  ownership  of the Vinasz  patent.  The  Plaintiff
amended its Complaint to allege patent  infringement  of the Vinasz  patent.  In
October 1999 Sears Oil and Sears Petroleum sought a temporary  restraining order
that SEACO was the  exclusive  distributor  for Ice Ban(R)  products  in the New
England  states.  The Court  denied  the  Plaintiff's  request  for a  temporary
restraining  order and Sears  withdrew  its claim  for  injunctive  relief.  The
Company has  answered  the  complaint  and filed a  counterclaim  similar to the
claims  brought in item 1.  above.  The case is not set for trial,  which is not
expected to occur until July 2002 at the earliest.

3.    Terrabind International, Inc., et al. v. Natural Solutions Corporation, et
al.,  Case No.  01-89700 in the United  States  District  Court for the Southern
District of Florida.  This case was filed on November 7, 2001 by  Terrabind  and
certain former  officers and managers of the Company against the Company and one
former  officer  and  one  current  officer  of  the  Company.  The  suit  seeks
unspecified  compensatory and punitive damages.  It alleged securities fraud for
activities of the Company between 1996 and 1999, malicious prosecution and abuse
of  process  with  respect  to  the  Company's   previous  lawsuit  against  the
plaintiffs. The Court dismissed this case sua sponte on February 5, 2002.


<PAGE>

4.    Terrabind International, Inc., et al. v. Natural Solutions Corporation, et
al.,  Case  Number CA  02-02141AB,  in the  Circuit  Court in and for Palm Beach
County.  Upon dismissal of the case  described in item 3, above,  the plaintiffs
commenced an action on February 19, 2002,  alleging  malicious  prosecution  and
abuse of process  with respect to the  Company's  previous  lawsuit  against the
plaintiffs.  The suit seeks unspecified  compensatory and punitive damages.  The
Company will vigorously  defend this lawsuit.  The Company has filed a motion to
dismiss. No hearing has been set on that motion.

5.    Natural Solutions Corporation v. Terrabind International,  Inc., et al. in
the  Circuit  Court of Palm Beach  County,  Florida.  This case was filed by the
Company on May 15, 2000,  seeking  damages and  injunctive  relief against three
former corporate officers or executives who formed Terrabind International, Inc.
A  description  of this  lawsuit is  included  in the Form  10-KSB.  The Company
dismissed  its claim,  without  prejudice.  The  defendants  have filed a motion
seeking recovery of their attorneys' fees, which the Company is contesting.  The
motion will be heard in May 2002.

Item 2.  Changes in Securities and Use of Proceeds

On September 12, 2001,  the Company sold  2,000,000  shares of common stock in a
private sale for $500,000.  The  subscription  agreement  called for payments of
$300,000 on or before  October 10,  2001 and  $200,000 on or before  January 10,
2002.  The  $300,000  payment was  received on October 5, 2001 and the  $200,000
payment was received on December 3, 2001.  The Company relied upon the exemption
from registration provided by ss.4(2) of the Securities Act of 1933.

Item 3.  Defaults in Senior Securities

         None

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

At the  annual  meeting of the  shareholders  held on  December  11,  2001,  the
shareholders of the Company voted to approve the following:

The  2001  Employee  Stock  Option  Plan;  15,757,439  votes  were  cast on this
resolution.  15,531,909 votes were cast in favor of the resolution. 107,137 were
cast  against  the  resolution.  118,393  votes  abstained  on  the  resolution.
Accordingly, the resolution was adopted.

Election of two Class II Directors as follows:  J. Carter Beese, Jr.,  receiving
14,793,281  votes  for and  117,508  votes  withheld,  and  Daniel  C.  Sellers,
receiving  14,791,281  votes for and 119,508 votes  withheld.  Class I Directors
whose terms will expire at the 2002 annual meeting of the  shareholders  include
Dr. M.G.  Robertson,  J. Nelson Happy,  and Lowell W. Morse.  Class III Director
whose term will expire at the 2003 annual  meeting of the  shareholders  include
Robert E. Freer, Jr.

Item 5.  Other Information

In January  2002,  the Company  entered  into an agreement  with Cenco  Refining
Company  ("Cenco"),  which is owned by Cenco,  Inc. M.G.  Robertson,  who is the
Company's  Chairman  of the  Board  and the  beneficial  owner of  65.19% of the
Company's common stock, is trustee of the trust that owns the majority  interest
in Cenco,  Inc. This  agreement  permits the President of the Company to provide
certain management services to Cenco in exchange for a management fee of $19,800
per month that is paid  directly to the Company.  Either party may terminate the
agreement  at any time.  The  President  of the Company  receives no  additional
compensation  for his  services to Cenco.  The Company does not believe that Mr.
Morse's  services  to Cenco  will  affect his  ability to perform  his duties as
President  of the  Company  and  otherwise  fulfill  his  obligations  under his
employment agreement.

Item 6.  Exhibits and Reports on Form 8-K

(a)   The exhibits  required to be filed herewith by Item 601 of Regulation S-B,
as described in the  following  index of exhibits,  are  incorporated  herein by
reference, as follows:


<PAGE>

Exhibit No.                            Description
-----------   ------------------------------------------------------------------

              None

    (b)       Reports on Form 8-K

              None

                                   SIGNATURES
                                   ----------

In accordance with the requirements of the Securities  Exchange Act of 1934, the
registrant  caused  this  Report to be signed on its behalf by the  undersigned,
thereunto duly authorized.

                                      Natural Solutions Corporation (Registrant)



Date: March 18, 2002                  By: /s/ Lowell W. Morse
                                          --------------------------------------
                                          Lowell W. Morse, President


                                      By: /s/ Michael D. Klansek
                                          --------------------------------------
                                          Michael D. Klansek, Treasurer
                                             and Chief Financial Officer