1


                                  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 March 31, 2002
                                       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  March 31, 2002
Common Stock, $0.001                                22,224,249

                                        i








                                TABLE OF CONTENTS
                          PART 1. FINANCIAL INFORMATION

Heading                                                                   Page

Item 1.                    Consolidated Financial Statements              1-2

                           Consolidated Balance Sheets  March 31, 2002
                              And September 30, 2001                      3-4

                           Consolidated Statements of Operations  six months
                              Ended March 31, 2002 and March 31, 2001     5

                           Consolidated Statement of Stockholders Equity  6-7

                           Consolidated Statements of Cash Flows  six months
                                Ended March 31, 2002 and March 31, 2001   8

                           Notes to Consolidated Financial Statements     9-15

Item 2.                    Managements Discussion and Analysis and
                              Result of  Operations                       16




                           PART II. OTHER INFORMATION

Item 1.                    Legal Proceedings                             16-17

Item 2.                    Changes in Security                           17

Item 3.                    Defaults Upon Senior Securities               17

Item 4.                    Submission of Matter to a Vote of             17
                               Securities Holders

Item 5.                    Other Information                             17

Item 6.                    Exhibits and Reports on Form 8-K              17

                           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, 2002,  and the
related balance sheet of the Company derived from the Companys audited financial
statements as of September 30, 2001,  the unaudited  statement of operations and
cash  flows for the six  months  ended  March  31,  2002 and the  statements  of
stockholders  equity for the period from September 1, 1998 through through March
31, 2002 are attached hereto and incorporated herein by this reference.

     Operating  results for the quarter ended March 31, 2002 are not necessarily
indicative of the results that can be expected for the year ending September 30,
2002.



                          Pro Glass Technologies, Inc.
                 (Formerly Pro Glass Technologies, Inc. Canada)
                          Notes to Financial Statements
                              As of March 31, 2002





                 296 H Street, 2nd Floor, Chula Vista, CA 91910
                     Tel: (619) 422-1348 Fax: (619) 422-1465
                                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 March 31, 2002 and
September  30,  2001  and the  related  statements  of  operations,  changes  in
stockholders equity, and cash flows for the three and six months ended March 31,
2002, 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.

     Our review was made for the purpose of expressing  limited  assurance  that
there  are no  material  modifications  that  should  be made  to the  financial
statements  in  order  for  them to be in  conformity  with  generally  accepted
accounting principles. The information included in the accompanying schedules of
general and administrative expenses is presented only for supplementary analysis
purposes.  Such  information  has been  subjected to the inquiry and  analytical
procedures applied in the review of the basic financial  statements,  and we are
not aware of any material modifications that should be made to it.


___________________________
Armando C. Ibarra, CPA
May 2, 2002
Chula Vista, California



                                       Six Months
                                         Ended          Year Ended
                                       March 31,        September 30,
                                           2002               2001

                                     ASSETS

Current Assets

Cash                                     (14,111)      25,432
                                                       72,348
Accounts receivable                       52,445       52,052

Other receivable                             986          997

Due from Cal Alta                         39,653      138,831

Inventory                                 14,919       14,594
                                                       28,400
Earned discounts receivable                    -       11,534

Prepaid expense                            4,107        5,517

Income tax benefit                       141,868      100,132
                ---------------------------------------------

Total Current Assets                     239,867      349,087

Net Property & Equipment                  28,401       16,511

Other Assets
Investment                               150,000      150,000
Net intangible assets                    116,755      122,709
                ---------------------------------------------

Total Other Assets                       266,755      272,709
                          -----------------------------------
TOTAL ASSETS                             535,023      638,307
                =============================================


LIABILITIES & STOCKHOLDERS' EQUITY

Current Liabilities

Accounts payable                         116,704    $  80,022

GST payable                               16,167        1,201

Salary payable                                 -       10,942
                ---------------------------------------------

Total Current Liabilities                132,871       92,165

Stockholders' Equity
                ---------------------------------------------
Common stock, ($0.001 par value,
50,000,000 shares
authorized; 22,224,249 and
23,166,449 shares issued and 269,780
outstanding as of March
31, 2002 and September 30,
                                                      269,780
2001, respectively)                       22,224       23,166

Additional paid-in capital               793,405      830,151

Retained earnings (deficit)             (413,757)    (305,529)

Foreign currency translation
adjustment                                   280       (1,646)
                ---------------------------------------------

Total Stockholders' Equity               402,152      546,142

TOTAL LIABILITIES
& STOCKHOLDERS' EQUITY                   535,023      638,307





                                             Six Months        Six Months
                                               Ended            Ended
                                             March 31,         March 31,
                                               2002              2001
                                   --------------------    -------------------
REVENUES

Sales                                     $    222,642         258,464


Total Revenues                                 222,642         258,464


COSTS OF SALES

Glass & moldings                               109,742         104,851

Glass supplies                                  13,236           5,248

Sub. contractors                                11,704          20,151

Depreciation & amortization                      4,482          12,038


Total Costs of Sales                           139,164         142,288


GROSS PROFIT                                    83,478         116,176


GENERAL & ADMINISTRATIVE EXPENSES              232,874         241,345


Operating Income (Loss)                       (149,396)       (125,169)

Other Income / (Expenses)

Interest income                                      -              16

Interest expense                                  (568)            (39)


Total Other Income / (Expenses)                   (568)            (23)


NET INCOME / (LOSS) BEFORE INCOME TAXES       (149,964)       (125,192)

(PROVISION FOR INCOME TAXES) - BENEFIT    $     41,736          26,111


NET INCOME / (LOSS)                       $   (108,228)        (99,081)


BASIC EARNING (LOSS) PER SHARE            $      (0.00)          (0.00)


WEIGHTED AVERAGE NUMBER OF

COMMON SHARES OUTSTANDING                   23,159,000      22,692,449







                                 Three months     Three months
                                    ended            ended
                                 March 31          March 31
                                   2002               2001




REVENUES

Sales                            $    109,030    $     98,580
                         ------------------------------------


Total Revenues                        109,030          98,580


COSTS OF SALES

Glass & moldings                       48,068          45,914

Glass supplies                          8,670           3,094

Sub. contractors                        5,987          10,553

Depreciation & amortization             2,231           6,275
                         ------------------------------------


Total Costs of Sales                   64,956          65,836


GROSS PROFIT                           44,074          32,745
                         ------------------------------------


GENERAL & ADMINISTRATIVE
EXPENSES                              136,734         143,631
                         ------------------------------------


Operating Income (Loss)               (92,660)       (110,886)

Other Income / (Expenses)

Interest income                             -               -

Interest expense                         (582)            (39)
                         ------------------------------------


Total Other Income
/ (Expenses)                             (582)            (39)


NET INCOME / (LOSS)
BEFORE INCOME TAXES                   (93,242)       (110,925)

(PROVISION FOR INCOME
TAXES) - BENEFIT                 $     19,952    $     23,971
                         ------------------------------------


NET INCOME / (LOSS)              $    (73,290)   $    (86,955)
                         ====================================


BASIC EARNING (LOSS) PER SHARE   $      (0.00)   $      (0.00)
                         ====================================


WEIGHTED AVERAGE NUMBER OF

COMMON SHARES OUTSTANDING          22,224,249      22,692,449
                         ====================================







                                        Common           Common    Additional
                                                         Shares       Stock
-------------------------------------------------------------------------------

Common shares issued September 1, 1998
for cash @
$.167 per share                             564,000   $      564    $   93,350


Operating loss September
30, 1998                                          -            -             -



Balance, September
30, 1998                                    564,000          564        93,349


Common shares issued
October 1, 1998

to F. Aiello @
$ .02 a share                            15,000,000       15,000       256,605

Common shares issued March 31, 1999
for cash @
$ .068 a share
                                          1,010,000        1,010        67,670

Common shares issued July 31, 1999
for cash @
$ .068 a share
                                          1,140,000        1,140        76,380


Contributed capital for
services (note 10)                                -            -        40,000


Foreign currency
translation adjustment                            -            -             -

Operating Income
September 30, 1999
------------------------------------------------------------------------------


Balance, September
30, 1999                                 17,714,000       17,714       534,004
==============================================================================

Recapitalization
(note 1)
                                          3,000,000        3,000        (2,919)

Common shares issued December 7, 1999
for services rendered @
$ .099 a share
                                          1,247,049        1,247       122,459

Common Shares issued January 11, 2000
for services rendered @
$ .106 a share
                                            350,000          350        36,830

Common Shares issued April 3, 2000
for cash @
$ .27 a share
                                            250,000          250        67,250

Common Shares issued April 10, 2000
for cash @
$ .34 a share
                                            121,400          121        41,171

Common Shares issued June 14, 2000
for cash @
$ .34 a share
                                             10,000           10         3,390

Foreign currency
translation adjustment
                                                  -            -             -

Operating loss
September 30, 2000
                                                  -            -             -

------------------------------------------------------------------------------
Balance, September
30, 2000                                 22,692,449       22,693       802,185

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








                                           Retained
                                           earnings
                                           (deficit        Total


Common shares issued September 1, 1998

for cash @ $.167 per share                    $      -    $  93,914


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



Balance, September 30, 1998                    (61,769)      32,144
-------------------------------------------------------------------


Common shares issued October 1, 1998

to F. Aiello @ $ .02 a share                         -      271,605

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

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


Contributed capital for services (note 10)           -       40,000


Foreign currency translation adjustment              -         (352)

Operating Income September 30, 1999
-------------------------------------------------------------------


Balance, September 30, 1999                    (87,271)     464,095
===================================================================

Recapitalization (note 1)
                                                     -           81

Common shares issued December 7, 1999
for services rendered @ $ .099 a share
                                                     -      123,706

Common Shares issued January 11, 2000
for services rendered @ $ .106 a share
                                                     -       37,180

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

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

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

Foreign currency translation adjustment
                                                     -        1,895

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

-------------------------------------------------------------------
Balance, September 30, 2000                   (188,501)     637,919

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








                                        Common          Common      Additional
                                        Share           Stock        Paid in
                                                        Amount      Capital

--------------------------------------------------------------------------------
Balance, September
30, 2000                                22,692,449    $    22,692    $   802,185
================================================================================

Common Shares issued September 9, 2001
for director fees @ $
..06 a share
                                           474,000            474         27,966


Foreign currency translation
adjustment                                       -              -            -

Operating loss September
30, 2001                                         -              -              -

--------------------------------------------------------------------------------
Balance, September
30, 2001                                23,166,449         23,166        830,151

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

Common Shares issued November 7, 2001
for officer salary
@ $ .04 a share
                                         1,500,000          1,500         58,500

Cancellation of stock
@ $ .04 a share
                                       (2,442,200)        (2,442)       (95,246)

Foreign currency translation adjustment          -              -              -

Operating loss March
31, 2002                                         -              -              -

--------------------------------------------------------------------------------
Balance, March 31,
    2002                               22,224,249    $    22,224    $   793,405
================================================================================




                                        Retained       total
                                        earnings
                                        (deficit)


----------------------------------------------------------------
Balance, September
30, 2000                                  $(188,501)   $ 637,919
================================================================

Common Shares issued September 9, 2001
for director fees @ $ .06 a share
                                                  -       28,440


Foreign currency translation
adjustment                                        -       (3,189)

Operating loss September
30, 2001                                   (117,028)    (117,028)

----------------------------------------------------------------
Balance, September
30, 2001                                   (305,529)     546,142

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

Common Shares issued November 7, 2001
for officer salary
@ $ .04 a share
                                                  -       60,000

Cancellation of stock
@ $ .04 a share
                                                  -      (97,688)


Foreign currency
translation adjustment                            -        1,926

Operating loss
March 31, 2002                             (108,228)    (108,228)

----------------------------------------------------------------
Balance,
March 31, 2002                            $(413,757)   $ 402,152
================================================================



                                  Six Months             Six Months
                                    Ended                   Ended
                                   March 31,               March 31,
                                   2002                   2001
                                 --------------    -------------------


CASH FLOWS FROM OPERATING ACTIVITIES


Net income / (loss)                     (108,228)   $ (99,081)

Depreciation expense                       4,482       12,038

(Increase) / decrease
in accounts receivable                      (384)      27,078

(Increase) in notes
receivable                                99,649       (7,612)

(Increase) / decrease
in inventory                                (327)      (9,614)

(Increase) / decrease
in prepaid expenses                        1,417          921

(Increase) / decrease
in other assets                            5,982        8,826
(Increase) / decrease
in provision for unearned discounts
                                          11,589      (14,960)

(Increase) / decrease
in income tax benefit                    (41,934)     (26,111)

Increase / (decrease)
in accounts payable                       51,893        5,652

Increase / (decrease)
in notes payable                         (10,994)     (49,137)


Net cash provided / (used)
by operating activities                   13,145     (152,000)

CASH FLOWS FROM INVESTING ACTIVITIES


Acquisition of property
& equipment                              (16,293)      (4,587)


Net cash provided / (used)
by investing activities                  (16,293)      (4,587)

CASH FLOWS FROM FINANCING ACTIVITIES


Common stock                              (2,442)           -

Additional paid-in capital               (36,746)           -


Net cash provided / (used)
by financing activities                  (39,188)           -


Effect of exchange rate
changes on cash                            2,793        2,423


Net increase / (decrease) in cash        (39,543)    (154,164)


Cash at beginning of period               25,432      154,423

Cash at end of period                    (14,111)   $     259
Supplemental cash flows disclosures


Cash paid during period for interest         568    $      39








                                      Three Months        Three Months
                                        Ended              Ended
                                        March 31,          March 31,
                                          2002                2001
                                     ------------------------------------


CASH FLOWS FROM OPERATING ACTIVITIES

                                                          $
Net income / (loss)                    $(73,290)    (86,955)

Depreciation expense                      2,231       5,763

(Increase) / decrease
in accounts receivable                  (19,709)      6,409

(Increase) in notes
receivable                               98,078      43,814

(Increase) / decrease
in inventory                                 39      (4,106)

(Increase) / decrease in
prepaid expenses                         44,125      (3,616)

(Increase) / decrease in
other assets                              1,425       8,826
(Increase) / decrease in
provision for unearned discounts         14,276      (3,529)

(Increase) / decrease
in income tax benefit                   (31,980)    (24,760)

Increase / (decrease)
in accounts payable                      49,275      (8,092)

Increase / (decrease)
in notes payable                              -      (5,520)
                           --------------------------------


Net cash provided / (used)
by operating activities                  84,470     (71,764)

CASH FLOWS FROM INVESTING ACTIVITIES


Acquisition of property
& equipment                                   -      (2,100)
                           --------------------------------


Net cash provided / (used)
by investing activities                       -      (2,100)

CASH FLOWS FROM FINANCING ACTIVITIES


Common stock                             (3,942)          -

Additional paid-in capital              (95,246)          -
                           --------------------------------


Net cash provided / (used)
by financing activities                 (99,188)          -


Effect of exchange
rate changes on cash                        481       2,393


Net increase /
(decrease) in cash                      (14,237)    (71,471)


Cash at beginning of period                 126      71,730
                           --------------------------------



Cash at end of period                  $(14,111)        259
                           ================================

Supplemental cash flows
disclosures

                                                          $
Cash paid during
period for interest                    $     17          39
                           ================================











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 Regan
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.


NOTE  2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

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.

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 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 March 31, 2002:

                                                                    2002
Accounts receivable                                                      $53,431
Allowance for doubtful accounts                                                0
                                                           ---------------------
Total                                                                    $53,431
                                                           =====================

     Management  considers accounts  receivable as of March 31, 2002 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).
Total  depreciation and amortization for the six months ended March 31, 2002 and
2001 was $ 4,482 and $ 12,038 respectively.




NOTE  2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

i.  Revenue Recognition

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

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

     The Company leases two locations  under an operating  lease that expires on
October 21, 2001 and March 31, 2002  (option  renewal for a three year on both).
Rent  expense  for  March  31,  2002  and  2001  was  $  18,585  and  $  17,917,
respectively.  The Company also leases a vehicle under  operating lease expiring
through  July 2001.  Lease  expenses for the vehicle for 2002 and 2001 and was $
6,275 and $ 6,641,  respectively.  At December 31, 2001,  minimum  annual rental
commitments under the property non-cancelable lease were as follows:


                               Year Ending
                                  2000                $ 28,132
                                  2001                  28,132
                                  2002                  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.





NOTE  2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

l.  Income Taxes & Tax Reporting (continued)


     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 $  137,379.  The  remaining  balance  of $ 18,261 was
recorded as a note payable to FAA Enterprises, Inc. Triad preferred stock is not
considered trading securities and in accordance with paragraph 7 in SFAS 115 the
Company has the intent and ability to hold those  securities  to  maturity.  The
note payable was paid in the year ended September 30, 2001.


NOTE  4.  INCOME TAX BENEFIT


                  1998         Net Income / (Loss)                    $ (75,692)
                                                              -----------------
                  1998         Tax benefit carry forward                 13,923
                  1999         Income tax benefit                         4,501
                                                              -----------------
                  1999         Tax benefit carry forward                 18,424
                  2000         Income tax benefit                        34,346
                                                              -----------------
                                                              -----------------
                  2000         Tax benefit carry forward                 52,770
                  2001         Income tax benefit                        47,362
                                                              -----------------
                                                              -----------------
                  2001         Tax benefit carry forward                100,132
                  2002         Income tax benefit 2nd quarter            41,736
                                                              -----------------
                                                              -----------------
                  2002         Tax benefit carry forward              $ 141,868
                                                              =================









NOTE  5.  SCHEDULE OF NET OPERATING LOSSES

                  1998         Net Operating Loss                     $ (61,769)
                  1999         Net Operating Loss                       (25,502)
                  2000         Net Operating Loss                      (101,230)
                  2001         Net Operating Loss                      (117,028)
                  2002         Net Operating Loss (2nd. Qtr.)          (108,228)
                                                              -----------------
                                                              -----------------
                               Net Operating Loss                     $(413,757)
                                                              =================

     As of March 31, 2002, the Company has a net operating loss  carryforward of
approximately  $ 413,575  which will  expire 20 years from the date the loss was
incurred.


NOTE  6.  PROPERTY & EQUIPMENT

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

                                             As of                        As of
                                   March 31, 2002                March 31, 2001

Office Equipment                                      $ 26,069         $ 24,185
Automobile                                              21,601            5,514
                                    -------------------------------------------
Total Office Equip. & Automobile                        47,670           29,599
Accumulated depreciation                               (19,269)         (12,736)
                                    -------------------------------------------
Net Property and Equipment                            $ 28,401         $ 16,864
                                    ===========================================



NOTE  7. INTANGIBLE ASSETS

Intangible assets consist of the following:

                                         As of                         As of
                                  March 31, 2002                March 31, 2001

Advertising rights                                  $ 102,131         $ 103,503
Customer list                                          78,562            79,618
Less Accumulated Amortization                         (63,938)          (49,569)
                                   --------------------------------------------

Total Intangible Assets                             $ 116,755         $ 133,552
                                   ============================================






NOTE  7. INTANGIBLE ASSETS (CONTINUED)

     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  8.  NOTE RECEIVABLE  RELATED PARTY TRANSACTION

     The amount of $39,653 represents a  receivable  due to Pro Glass from Cal
Alta (a related  party) as of March 31, 2002.  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 March 31, 2002 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  9. CONTRIBUTED CAPITAL

     The contributed capital of $ 40,000 represents management services that Mr.
Frank Aiello donated to Pro Glass Technologies, Inc.


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 period basis in accordance
with FASB # 52. The functional currency is in Canadian.  Balance sheet for March
31,  2002 were  translated  at their  quarter  period  ended  rate of  $1.59530.
Statement of operations,  general and  administrative  and cash flows  financial
statements were reported on the weighted  average for three and six months ended
March 31, 2002 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.  On September 9, 2001 the Company  issued  474,000 shares of common stock
for  director  fees @ $ .06 per share.  On November  7, 2001 the Company  issued
1,500,000 shares of common stock for officer salary @ $ .04 a share. The Company
cancelled  2,442,200  shares of common  stock  for debt  cancellation  @ $ .04 a
share.  As of March 31,  2002  there  were  22,224,249  shares  of common  stock
outstanding.


NOTE 12.  STOCKHOLDERS EQUITY

     The  stockholders  equity  section of the Company  contains  the  following
classes of capital stock as of March 31, 2002.  Common stock, $ 0.001 par value;
50,000,000  shares  authorized;  22,224,249  and  23,166,449  shares  issued and
outstanding as of March 31, 2002 and September 30, 2001, respectively.








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

Liquidity and Capital Resources

     As of March 31, 2002 the Company has $239,867 in total  current  assets and
current  liabilities  of  $132,871.  This  gives the  Company a 1.8 to  1working
capital ratio.  The Company is involved in a best efforts  financing in order to
increase the Companys liquidity and capital resources.

     The  current  assets are  comprised  of a bank  overdraft  in the amount of
$14,111, accounts receivable of $93,084, inventory of $ 14,919, prepaid expenses
$4,107 and an income tax  benefit  of  $141,868.  The  current  liabilities  are
comprised of $116,704 in accounts payable and $16,167 in GST payable.

Results of Operations

     For the six months  ending  March 31,  2002,  the Company had a net loss of
$(108,228)  compared  to a net loss of  $(99,081)  for the same  period the year
before.  Costs of sales decreased $3,l24 mostly due to a $7,988 decrease in cost
of sub contractors. General and administrative expenses decreased $8,471 for the
first six months of 2002 compared to the same period of 2001.

     The Company had  revenues  of $222,642  for the six months  ended March 31,
2002 compared to $258,464 for the same period last year.

     For the three  months  ending  March 31, 2002 the Company had a net loss of
$(73,290).  General and administrative  expenses decreased $6,897 for the second
quarter of 2002 compared to the same period of 2001.

     The Company had  revenues of $109,030  for the three months ended March 31,
2002 compared to $98,580 for the same period last year.

Sale of Common Capital Stock

         None.

                            PART II OTHER INFORMATION

                            ITEM 1. LEGAL PROCEEDINGS

         None.

                          ITEM 2. CHANGES IN SECURITIES

     On March 5, 2002 the Frank Aiello had the Company retire  2,422,200  shares
of common stock at $.04 per share.  The shares were retired for the cancellation
of debt.

                     ITEM 3. DEFAULTS UPON SENIOR SECURITES

         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.
b.       Form 10SB/A filed by reference on February 26, 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: May 14,2002

                                                 By/S/ Frank Aiello
                                                   Frank Aiello
                                                   President























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