UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C., 20549
                                  FORM 10-Q SB

     (X)  QUARTERLY  REPORT  PURSUANT  TO SECTION 13 OR 15(D) OF THE  SECURITIES
EXCHANGE ACT OF 1934

                   For the quarter report ended June 30, 2001
                                       or

     ( )  TRANSITION  REPORT  PURSUANT TO SECTION 13 OR 15(d) OF THE  SECURITIES
EXCHANGE ACT OF 1934

                  For the transition period from to ___________

                        Commission File number 000-31735

                          PRO GLASS TECHNOLOGIES, INC.
   (Exact name of small business issuer as registrant as specified in charter)

         Nevada                                         88-0231200
(State or other jurisdiction of                       (I.R.S. Employer
incorporation or organization)                         Identification No.)

                 300-369 Queens Way Ave., Kelowna, B.C. V1Y8E64
                     (Address of principal executive office)

          Registrants telephone no., including area code (250) 762-8082


     Check whether the registrant (1) has 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 registrant was required
to file such  reports),  Yes [ ] No [X] and (2) has been  subject to such filing
requirements for the past 90 days. Yes [ ] No [X]

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

     Indicate the number of shares  outstanding of each of the issuers  classes
of common stock, as of the last practicable date.

      Class                            Outstanding as of  June 30, 2001
Common Stock, $0.001                             22,692,449

                                        i





                                TABLE OF CONTENTS
                          PART 1. FINANCIAL INFORMATION

Heading                                                               Page

Item 1.                    Consolidated Financial Statements             1-3

                           Consolidated Balance Sheets June 30, 2001
                              And September 30, 2000                     4-5

                           Consolidated Statements of Operations   nine months
                              Ended June 30, 2001 and September 30, 2000   6

                           Consolidated Statement of Stockholders Equity  7-8

                           Consolidated Statements of Cash Flows  nine months
                                Ended March 31, 2001and March 31, 2000     9

                           Notes to Consolidated Financial Statements    10-16

Item 2.                    Managements Discussion and Analysis and
                              Result of  Operations                         17




                           PART II. OTHER INFORMATION

Item 1.                    Legal Proceedings                               17

Item 2.                    Changes in Security                             17

Item 3.                    Defaults Upon Senior Securities                 17

Item 4.                    Submission of Matter to a Vote of               18
                               Securities Holders

Item 5.                    Other Information                               18

Item 6.                    Exhibits and Reports on Form 8-K                18

                           Signatures                                      S-1






                                       ii



                          PART 1 FINANCIAL INFORMATION

                           Item 1. Financial Statement


     The  accompanying  unaudited  financial  statements  have been  prepared in
accordance  with the  instructions  for Form  10-Q  pursuant  to the  rules  and
regulations of the Securities and Exchange  Commission  and,  therefore,  do not
include all information and footnotes  necessary for a complete  presentation of
the 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.

     The unaudited  balance  sheet of the Company as of March 31, 2001,  and the
related  audited  balance  sheet of the Company as of September  30,  2000,  the
unaudited  statement of operations and cash flows for the nine months ended June
30, 2001 and the audited  statements of stockholders  equity for the period from
September  1, 1998 through  September  30, 2000 and the  unaudited  stockholders
equity for the period October 1, 2000 through June 30, 2001 are attached  hereto
and incorporated herein by this reference.

     Operating  results for the quarter ended June 30, 2001 are not  necessarily
indicative of the results that can be expected for the year ending September 30,
2001.










                                ARMANDO C. IBARRA
                          CERTIFIED PUBLIC ACCOUNTANTS
                          ( A Professional Corporation)


Armando C. Ibarra,
C.P.A.
Members of the California Society of
Armando Ibarra, Jr.,
C.P.A.
Certified Public Accountants



To the Board of Directors of
Pro Glass Technologies, Inc.
(Formerly Pro Glass Technologies, Inc. Canada)
Bay 8, 3927 Edmonton Tr. N.E.
Calgary, Alberta T2E 6T1



                                          INDEPENDENT ACCOUNTANTS REPORT


We have reviewed the accompanying balance sheets of Pro Glass Technologies, Inc.
(Formerly Pro Glass Technologies, Inc. Canada) as of June 30, 2001 and September
30, 2000, and the related  statements of operations,  stockholders  equity, and
cash  flows for the three  and nine  months  ended  June 30,  2001 and 2000,  in
accordance with Statements on Standards for Accounting Review Services issued by
the American Institute of Certified Public Accountants. All information included
in these  financial  statements is the  representation  of the management of Pro
Glass Technologies, Inc.

A review consists  principally of inquiries of company  personnel and analytical
procedures  applied to financial data. It is substantially less in scope than an
audit in accordance with generally accepted auditing standards, the objective of
which is the expression of an opinion  regarding the financial  statements taken
as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any  modifications  that should be made
to the accompanying  financial  statements in order for them to be in conformity
with generally accepted accounting principles.




____________________________

Armando C. Ibarra, CPA

August 3, 2001












                                                                   1
                      Pro Glass Technologies, Inc.
-            (Formerly Pro Glass Technologies, Inc. Canada)
                             Balance Sheets
                                      ASSETS
                           Nine Months
                           Ended        Year Ended
                           June 30,     September 30,
                             2001           2000
Current Assets :
Cash                         32,431    154,423
Accounts receivable          69,813     64,815
Other receivable                  0      1,049
Due from Cal Alta           129,661    131,470
Due from FAA                  4,419          0
Inventory                     9,244      2,667
Earned discount receivable    3,566     23,733
Prepaid expenses              3,624      6,719
Income tax benefit           83,382     52,770
Total Current Assets        336,140    437,646
Net Property & Equipment     20,704     14,547
Other Assets:
Investment in securities    150,000    152,011
Total Other Assets          285,306    302,011

TOTAL ASSETS               $642,150   $754,204



                         Pro Glass Technologies, Inc.
                  (Formerly Pro Glass Technologies, Inc. Canada)
                                  Balance Sheets
                         LIABILITIES & STOCKHOLDERS' EQUITY
                               Nine Months
                                 Ended      Year Ended
                               June 30,     September 30,
                                2001          2000
Current Liabilities:
Accounts payable                  87,918      53,422
GST collected                      7,000       4,242
Notes payable                          0      18,621
Salary payable                         0      40,000
Total Current Liabilities
                                  94,918     116,285
Stockholders' Equity:
Common stock, ($0.001 par
value, 50,000,000 shares
authorized; 22,692,449 shares
issued and outstanding as of
June 30, 2001 and September
30, 2000, respectively)           22,692      22,692
Additional paid-in capital
                                 802,185     802,185
Retained earnings               (279,331)   (188,501)
Foreign currency
translation adjustment             1,686       1,543
Total Stockholders' Equity
                                 547,232     637,919
TOTAL LIABILITIES
& STOCKHOLDERS' EQUITY          $642,150    $754,204



            Pro Glass Technologies, Inc.
   (Formerly Pro Glass Technologies, Inc. Canada)
               Statements of Operations


                                      Nine months      Nine months
                                         ended           ended
                                        June 30         June 30
                                         2001            2000

Revenues:
Sales                              $    496,847    $    542,963    $
Total Revenues                          496,847         542,963
Cost of Sales:
Glass & molding                         209,910         233,292
Glass supplies                           12,306           3,981
Sub. contractors                         28,855          22,758
Depreciation & amortization              18,382           4,380
Total Cost of Sales                     269,453         256,050
GROSS PROFIT                            227,394         286,913
Administrative Expenses                 348,813         303,451
OPERATING LOSS                         (121,419)        (16,538)
Other income                                 16           2,414
Interest expense                            (39)            (41)
Total Other Income (Expenses)               (23)          2,373
NET LOSS BEFORE INCOME TAXES       $   (121,442)   $    (14,165)
INCOME TAX - BENEFIT / (EXPENSE)         30,612             305
NET LOSS AFTER INCOME TAXES        $    (90,830)   $    (13,860)
BASIC LOSS PER SHARE               $     (0.004)   $       0.000
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING            22,692,449      20,693,978



                                      Three months     Three months
                                         ended            ended
                                        June 30          June 30
                                        2001              2000

Revenues:
Sales                              $    238,383    $    279,177
Total Revenues                          238,383         279,177
Cost of Sales:
Glass & molding                         105,059         121,818
Glass supplies                            7,058          (3,981)
Sub. contractors                          8,704          15,308
Depreciation & amortization               6,344          (1,752)
Total Cost of Sales                     127,165         131,393
GROSS PROFIT                            111,218         147,784
Administrative Expenses                 107,468          92,051
OPERATING LOSS                            3,750          55,733
Other Income (Expenses):
Other income                                  0               0
Interest expense                              0             (41)
Total Other Income (Expenses)                 0             (41)
NET LOSS BEFORE INCOME TAXES       $      3,750    $     55,692
INCOME TAX - BENEFIT / (EXPENSE)           (563)         (8,923)
NET LOSS AFTER INCOME TAXES        $      3,187    $     46,769
BASIC LOSS PER SHARE               $      0.000    $      0.002
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING            22,692,449      20,693,978










        Pro Glass Technologies, Inc.
               (Formerly Pro Glass Technologies, Inc. Canada)
     Statement of Stockholders' Equity


                                              Common       Common
                                              Shares       Stock
                                                           Amount

Common shares issued September 1, 1998
for cash @ $.167 per share                     564,000   $      564

Operating loss September 30, 1998                  -            -

Balance, September 30, 1998                    564,000          564

Common shares issued October 1, 1998
to F. Aiello @ $ .02 a share                15,000,000       15,000

Common shares issued March 31, 1999
for cash @ $ .068 a share                    1,010,000        1,010

Common shares issued July 31, 1999
for cash @ $ .068 a share                    1,140,000        1,140

Contributed capital for services (note 8)          -            -

Foreign currency translation adjustment            -            -

Operating loss September 30, 1999                  -            -

Balance, September 30, 1999                 17,714,000   $   17,714


Recapitalization (note 1)                    3.000.000        3,000


Common shares issued December 7, 1999
for services rendered @ $ .10 a share        1,247,049        1,247

Common shares issued January 11, 2000
for services rendered @ $ .11 a share          350,000          350

Common shares issued April 3, 2000
for cash @ $ .27 a share                       250,000          250

Common shares issued April 10, 2000
for cash @ $ .34 a share                       121,400          121

Common shares issued June 14, 2000
for cash @ $ .34 a share                        10,000           10

Foreign currency translation adjustment            -            -

Operating loss September 30, 2000                  -            -

Balance, September 30, 2000                 22,692,449   $   22,692






                                           Additional       Retained    Total
                                           Paid in           Earnings
                                           Capital


Common shares issued September 1, 1998
for cash @ $.167 per share                  $  93,350     $    -      $  93,914

Operating loss September 30, 1998                 -        (61,769)     (61,769)

Balance, September 30, 1998                    93,349      (61,769)     (61,769)

Common shares issued October 1, 1998
to F. Aiello @ $ .02 a share                  256,605          -        271,605

Common shares issued March 31, 1999
for cash @ $ .068 a share                      67,670          -         68,680

Common shares issued July 31, 1999
for cash @ $ .068 a share                      76,380          -         77,520

Contributed capital for services (note 8)      40,000          -         40,000

Foreign currency translation adjustment           -            -           (352)

Operating loss September 30, 1999                 -        (25,502)     (25,502)

Balance, September 30, 1999                 $ 534,004    $ (87,271)   $ 464,095


Recapitalization (note 1)                      (2,919)         -             81


Common shares issued December 7, 1999
for services rendered @ $ .10 a share         122,459          -        123,706

Common shares issued January 11, 2000
for services rendered @ $ .11 a share          36,830          -         37,180

Common shares issued April 3, 2000
for cash @ $ .27 a share                       67,250          -         67,500

Common shares issued April 10, 2000
for cash @ $ .34 a share                       41,171          -         41,292

Common shares issued June 14, 2000
for cash @ $ .34 a share                        3,390          -          3,400

Foreign currency translation adjustment           -            -          1,895

Operating loss September 30, 2000                 -       (101,230)    (101,230)

Balance, September 30, 2000                 $ 802,185    $(188,501)   $ 637,919




       Pro Glass Technologies, Inc.
               (Formerly Pro Glass Technologies, Inc. Canada)
     Statement of Stockholders' Equity (continued)


                                          Common         Common
                                          Shares         Stock
                                                         Amount


Operating loss June 30, 2001                     -            -
Foreign currency translation adjustment          -            -
Balance, June 30, 2001                    22,692,449   $   22,692







                                           Additional    Retained      total
                                           paid in       earnings
                                           capital

Operating loss June 30, 2001                    -       (90,830)     (90,830)
Foreign currency translation adjustment         -           -            143
Balance, June 30, 2001                    $ 802,185   $(279,331)   $ 547,232






               Pro Glass Technologies, Inc.
      (Formerly Pro Glass Technologies, Inc. Canada)
                  Statements of Cash Flows



                                                     Nine months  Nine months
                                                        ended       ended
                                                       June 30     June 30
                                                        2001        2000

CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                           $ (90,830)   $ (13,860)

Depreciation & amortization expense                   18,382        2,628

(Increase) / decrease in accounts receivable           9,513     (100,807)

(Increase) / decrease in inventory                    (6,484)      (2,759)

(Increase) / decrease in prepaid expenses              2,976       (2,483)

(Increase) / decrease in other assets                  1,835     (198,076)

(Increase) / decrease in notes receivable            (33,378)           0

(Increase) in provision for unearned discounts        19,582            0

Increase / (decrease) in provision for future              0       (8,069)

(Increase) in investments                                  0      (25,557)
(Increase) in income tax benefit                     (30,612)      (7,238)

Increase / (decrease) in accounts payable             34,380       62,316

Increase / (decrease) in taxes payable                 2,748        8,166

Increase / (decrease) in note payable                (41,451)      (1,749)

Net Cash provided (used) by operating activities    (113,339)    (287,488)

CASH FLOWS FROM INVESTING ACTIVITIES:
(Increase) in investments in securities               (1,410)    (150,000)

Acquisition of property & equipment                   (9,592)     (16,462)

Net cash (used) by investing activities              (11,002)    (166,462)

CASH FLOWS FROM FINANCING ACTIVITIES:
Common stock                                               0       19,692
Paid-in capital                                            0      605,797
Net cash provided by financing activities                  0      625,489

Effect of exchange rate changes on cash                2,349            0

Net increase (decrease) in cash                     (121,992)     171,539

Cash at beginning of year                            154,423        1,630
Cash at end of year                                $  32,431    $ 173,169

SUPPLEMENTAL CASH FLOW DISCLOSURES:
Cash paid during year for interest                 $      39    $      41

Cash paid during year for income taxes             $       0    $       0








                                                Three months     Three months
                                                     ended           ended
                                                   June 30         June 30
                                                   2001             2000

CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss                                           $   3,187    $  46,769

Depreciation & amortization expense                    6,344          876

(Increase) / decrease in accounts receivable         (17,565)     (53,580)

(Increase) / decrease in inventory                     3,130            0

(Increase) / decrease in prepaid expenses              2,055          229

(Increase) / decrease in other assets                 (6,991)           0

(Increase) / decrease in notes receivable            (25,766)       2,185

(Increase) in provision for unearned discounts        34,542       38,138

Increase / (decrease) in provision for future              0       (8,069)

(Increase) in investments                                  0      (25,557)
(Increase) in income tax benefit                         563        8,923

Increase / (decrease) in accounts payable             28,728       (7,088)

Increase / (decrease) in taxes payable                 2,748        7,881

Increase / (decrease) in note payable                  7,686       (1,749)

Net Cash provided (used) by operating activities      38,661       34,515

CASH FLOWS FROM INVESTING ACTIVITIES:
(Increase) in investments in securities               (1,410)           0

Acquisition of property & equipment                   (5,005)           0

Net cash (used) by investing activities               (6,415)           0

CASH FLOWS FROM FINANCING ACTIVITIES:
Common stock                                               0          381
Paid-in capital                                            0       77,701
Net cash provided by financing activities                  0       78,082

Effect of exchange rate changes on cash                  (74)           0

Net increase (decrease) in cash                       32,172      112,597

Cash at beginning of year                                259       60,572
Cash at end of year                                $  32,431    $ 173,169

SUPPLEMENTAL CASH FLOW DISCLOSURES:
Cash paid during year for interest                 $       0    $      41

Cash paid during year for income taxes             $       0    $       0






NOTE  1.  OPERATIONS AND DESCRIPTION OF BUSINESS

Organization

Pro Glass Technologies, Inc. was incorporated in Canada on December 15, 1997. On
October  21,  1999  the  Company  entered  into a  recapitalization  with  Ragen
Corporation  (a  Nevada  Corporation).  Ragen  changed  its  name  to Pro  Glass
Technologies,  Inc., on October 25, 1999 and increased the authorized  shares to
50,000,000 of $.001 par value common stock.

On  October  21,  1999.  Ragen  Corporation  and Pro  Glass  Technologies,  Inc.
completed an Agreement and Plan of Merger whereby Ragen issued 17,714,000 shares
of its common stock in exchange for all of the  outstanding  common stock of Pro
Glass.  Immediately  prior  to the  Agreement  and  Plan of  Merger,  Ragen  had
3,000,000  shares of common stock issued and  outstanding.  The  acquisition was
accounted for as a recapitalization of Pro Glass because the shareholders of Pro
Glass controlled Ragen after the acquisition.  Therefore,  Pro Glass was treated
as the  acquiring  entity for  accounting  purposes and Ragen was the  surviving
entity for legal purposes.

The Company operates an auto glass repair and installation business.

NOTE  2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a.  Basis of Accounting

The Company policy is to use the accrual method of accounting and to prepare and
present financial  statements in accordance with generally  accepted  accounting
principles.

b.  Advertising Rights & Customer list

The Company has entered into an exclusivity contract with various companies. The
exclusivity  enables  Pro Glass to be the only auto  glass  company  to  deliver
advertisements  to  patrons  homes.  Cal Alta  compiled a customer  list over a
10-year period in the auto glass  industry.  The customer list enables Pro Glass
to target customers based on historical data.

c.  Consolidation

The accompanying  financial  statements  include the accounts of the Company and
its subsidiaries.  Significant  intercompany accounts and transactions have been
eliminated in consolidation.

d.  Cash and Cash Equivalents

For the  purposes of the  statement  of cash flows,  the Company  considers  all
investments with a maturity of three months or less to be cash equivalents.


NOTE  2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

e.  Inventory

Inventory is stated at the lower of cost (first-in, first-out) or net realizable
value,  and consists of auto  windshields and related  materials.  The Companys
inventory level is very consistent and not material.

f.  Use of Estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates. In accordance with FASB 16 all
adjustments are normal and recurring.

g.  Accounts Receivable-Trade

Accounts receivable-trade consists of the following at June 30, 2001:

                              2001

Accounts receivable               $69,813
Allowance for doubtful accounts         0
                       ------------------
                       ------------------
Total                             $69,813
                       ==================

Accounts receivable is made up of various auto insurance  companies.  As of June
30, 2001 management considers accounts receivable to be fully collectible.

h.  Property and Equipment/Depreciation

Property  and  equipment  are  recorded at cost.  Minor  additions  renewals are
expensed in the year incurred.  Major additions and renewals are capitalized and
depreciated over their estimated useful lives.  Depreciation and amortization is
calculated using  straight-line and accelerated  methods for income tax purposes
(five years for vehicles and equipment, and seven years for office furniture).

i.  Revenue Recognition

The Company  recognizes  revenue from windshield repairs and replacements at the
date the customers job is completed.




NOTE  2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

j.  Earnings Per Share

Earnings  per share are  provided in  accordance  with  Statement  of  Financial
Accounting  Standards  No.128  (FAS No.  128)  Earnings  Per  Share.  Due to the
Companys simple capital  structure,  with only common stock  outstanding,  only
basic earnings per share is presented.  Basic earnings per share are computed by
dividing  earnings  available to common  stockholders  by the  weighted  average
number of common shares outstanding.

k.  Leases

Rent  expense for June 30, 2001 was $ 17,917.  The Company also leases a vehicle
under an  operating  lease  expiring  through July 2001.  Lease  expense for the
vehicle as of June 30, 2001 was $ 6,641. At June 30, 2001, minimum annual rental
commitments under the property non-cancelable lease were as follows:

                               Year Ending
                            ------------------
                                  2001                $ 28,132
                            ------------------
                                  2002                  28,132
                            ------------------
                                  2003                  28,132
                            ------------------
                                  2004                  28,132
                            ------------------


l.  Income Taxes & Tax Reporting

Income taxes are provided in accordance  with Statement of Financial  accounting
Standards No. 109 (SFAS 109),  Accounting for Income Taxes. A deferred tax asset
or liability is recorded for all temporary differences between financial and tax
reporting and net operating loss carryforwards.

Deferred tax expense  (benefit)  results from the net change  during the year of
deferred tax assets and liabilities.

Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management,  it is more likely than not that some portion of all of the deferred
tax assets will be realized.  Deferred tax assets and  liabilities  are adjusted
for the effects of changes in tax laws and rates on the date of enactment.

Income tax  returns  are  reported  to Canada and United  States as  required by
regulated agencies.





NOTE  3.  INVESTMENT

This represents the Companys  acquisition of 150,0000 shares of $ 1.00 preferred
stock in Triad Industries,  Inc. in exchange for the FAA Enterprises,  Inc. note
receivable of $ 131,379.  The remaining balance of $ 18,261 is a note payable to
FAA  Enterprises,  Inc. The Triad  investment is recorded using the cost method.
The Company  shall  reduce the fair value of the  securities  if the decrease is
judged  to be other  than  temporary.  Thus,  the cost  basis of the  individual
security  shall be written down to fair value as a new cost basis and the amount
of the write down shall be included in  earnings.  Subsequent  increases  in the
fair value of  securities  shall be included as a separate  component of equity.
The  investments  in  securities  are  recorded in  accordance  with  Accounting
Principles Board Options No. 18 (APB No. 18).

NOTE  4.  INCOME TAX BENEFIT

1998   Income tax benefit                13,923
-----------------------------------------------
1999   Income tax benefit                 4,501
-----------------------------------------------
2000   Income tax benefit                34,346
-----------------------------------------------
2001   Income tax benefit 1st quarter     2,140
-----------------------------------------------
2001   Income tax benefit 2nd quarter    23,971
-----------------------------------------------
2001   Income tax benefit 3rd quarter     4,501
-----------------------------------------------
                              -----------------
2001   Tax benefit carry forward        $83,382
------------------------------=================


NOTE  5.  SCHEDULE OF NET OPERATING LOSSES

1998   Net Operating Loss               $ (75,692)
-------------------------------------------------
1999   Net Operating Loss                 (30,004)
-------------------------------------------------
2000   Net Operating Loss                (135,576)
-------------------------------------------------
2001   Net Operating Loss nine months    (121,442)
-------------------------------------------------
                                -----------------
       Net Operating Loss               $(362,714)
--------------------------------=================

          As of June 30, 2001, the Company has net operating loss  carryforwards
     of approximately $ 362,714 which will expire through 2021.


NOTE  6. RELATED PARTY TRANSACTIONS

At June 30,  2001 the  Corporation  has an  unsecured  note  receivable  from an
officer/stockholder.  As of June 30, 2001 there is a balance of $ 4,419 due from
FAA.




NOTE  7.  PROPERTY & EQUIPMENT

          A summary of property  and  equipment,  and the  related  depreciation
     expense is as follows:

                                    2001          1999
                      -------------------------------

Office Equipment                   $ 27,387    $ 22,059
Automobile                            3,667
                                                  5,612
Leasehold improvements                2,319
                        -------------------------------
                        -------------------------------

Total Office Equip. & Automobile     35,318      25,726
Accumulated depreciation            (14,615)    (11,178)
                        -------------------------------
                        -------------------------------

Net Property and Equipment         $ 20,704     $14,547

                        ===============================
                        ===============================

Depreciation Expense               $  1,387    $  3,973
                        ===============================


NOTE  8. INTANGIBLE ASSETS

Intangible assets consist of the following:
                                                   2001           2000
-------------------------------------------
Advertising rights                              $ 107,296    $ 108,333
                                                ----------------------
                                                -----------------------
Customer list                                      82,535       83,333
                                                ------------------------
Less Accumulated Amortization                     (54,526)     (39,655)
                                      ------------------- ------------
                                      ------------------- ------------
                                                $ 135,306    $  152,011

Advertising  rights and customer  list are being  amortized  on a  straight-line
basis over a ten-year period in accordance with APB 17.  Intangible  assets were
acquired with the acquisition of Pro Glass Canada. The advertising rights are an
exclusivity  contract Pro Glass has to advertise to patrons homes.  The customer
list consists of clients  compiled by Cal Alta of Canada over a ten-year  period
in the auto glass industry. This customer list along with the advertising rights
gives Pro Glass a valuable resource in which they can identify potential clients
to  advertise  to because  the list  provides  a  demographic  of the  Companys
customers.  In accordance  with paragraph 6 of FASB 121 the Company expects that
future cash flows will be more than the carrying amount of the assets; therefore
no impairment loss is being recognized.








NOTE  9.  NOTE RECEIVABLE

The amount of $ 143,927  represents a receivable  due to Pro Glass from Cal Alta
(a related  party) as of June 30,  2001.  This amount was carried  over from the
merger  between Pro Glass  Canada and Pro Glass USA. Its an amount owed from Cal
Alta which is a holding Company that is owned by an  officer/stockholder.  As of
June 30, 2001 no interest or repayment  schedule had been  determined.  Cal Alta
has a $500,000 net asset value.  Although Cal Alta is not  generating  income at
the present time, their net value gives reason to believe that the receivable is
fully collectable.


NOTE  10.  FOREIGN CURRENCY TRANSLATION

Accounting for Pro Glass  Technologies,  Inc. is conducted in Canadian currency.
As per our review we convert  figures on a quarterly  basis in  accordance  with
FASB # 52. The functional  currency is in Canadian.  Balance sheets for 2001 and
2000 were translated at their respective period end rates of $1.5145 and $ 1.50,
respectively.  Statement of operations, general and administrative and cash flow
financial  statements were reported on the weighted  average for each respective
period as required by FASB # 52.


NOTE  11.  COMMON  STOCK

On September 1, 1998 the Company  issued 564,000 shares of common stock for cash
@ $ .167 per share. As of September 30, 1998 there were 564,000 shares of common
stock  outstanding.  On October 1, 1998 the Company issued  15,000,000 shares of
common stock to F. Aiello @ $ .02 a share.  On March 31, 1999 the Company issued
1,010,000 shares of common stock for cash @ $ .068 a share. On July 31, 1999 the
Company issued 1,140,000 shares of common stock for cash @ $ .068 a share. As of
September 30, 1999 there were 17,714,000 shares of common stock outstanding.  On
October  21,  1999 (prior to the  recapitalization)  the  Company had  3,000,000
shares of common  stock  outstanding.  On December  7, 1999 the  Company  issued
1,247,049  shares of common  stock for  services  rendered  @ $ .10 a share.  On
January 11, 2000 the Company  issued 350,000 shares of common stock for services
rendered @ $ .11 a share.  On April 3, 2000 the Company issued 250,000 shares of
common  stock for cash @ $ .27 a share.  On April 10,  2000 the  Company  issued
121,400  shares of common  stock for cash @ $ .34 a share.  On June 14, 2000 the
Company  issued  10,000  shares of common stock for cash @ $ .34 a share.  As of
March 31, 2001 there were 22,692,449 shares of common stock outstanding.

15 million  shares of common stock were issued to Frank Aiello (a related party)
for the purchase of Pro Glass Technologies,  Inc. Canada. A share price of $ .02
per share was  determined  by  management  to be  market  value of the  business
acquisition.

Management  determines  the per share price of each  issuance  on a  transaction
basis.


NOTE 12.  STOCKHOLDERS EQUITY

The stockholders equity section of the Company contains the following classes of
capital stock as of June 30, 2001.

Common stock, $ 0.001 par value; 50,000,000 shares authorized; 22,692,449 shares
issued and outstanding for 2001 and 1999, respectively.


NOTE  13.  ISSUANCE OF SHARES FOR SERVICES

The  valuation  of shares  for  services  is based on the fair  market  value of
services.  The Company  has  elected to account for the stock  option plan under
Accounting  Principles  Board  Opinion No. 25  Accounting  for Stock  Issued to
Employees, and related interpretations.

There were no shares of common stock issued for services to  management  and key
employees for the nine months ended June 30, 2001.





                 ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Liquidity and Capital Resources

     As of June 30, 2001 the Company has $336,140 in current assets  compared to
$94,918 in current liabilities. The Company had equity of $547, 323. The Company
had a 5.75 to 1 working capital ratio. Pro Glass Technologies, Inc., is involved
in a best efforts  financing in order to increase the  Companys  liquidity  and
capital resources.

Results of Operations

     For the three  months  ended June 30,  2001 the  Company  had  revenues  of
$238,383 compared to $279,177 for the same period of 2000.

     For the three  months  ended June 30,  2001 the  Company  had net income of
$3,178  compared to net income of $46,769  for the same period the year  before.
Glass and molding costs decreased  $16,759,  while the supplies for installation
increased $7,058. Administrative expenses also increased $23,778.

     For the nine  months  ended  June 30,  2001 the  Company  had  revenues  of
$496,847 compared to revenues of $542,963 for the same period of 2000.

     For the nine  months  ended  June 30,  2001 the  Company  had a net loss of
$90,830  compared to a loss of $13,860  for the same  period of 2000.  Glass and
molding cost  decreased  $23,383 while  subcontractor  costs  increased  $6,097.
Administrative costs jumped $53,723 to $348,813. A large amount of this increase
is due to the Company opening an administrative office in Kelowna, BC.

Sale of Common Capital Stock

None.

                            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 BE A VOTE OF SECURITY HOLDERS

         None.

                            ITEM 5. OTHER INFORMATION


         None.



                       ITEM 6. EXHIBITS AND REPORTS ON 8-K


         a.       Form 10QSB filed by reference on May 15, 2001.







                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  Report  to be  signed  in its  behalf by the
undersigned hereto duly authorized.


                                                   Pro Glass Technologies, Inc.


Dated: August 13, 2001

                                                       By/S/ Frank Aiello
                                                             Frank Aiello
                                                             President
























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