SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB


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

     For the quarterly period ended September 30, 2001

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

     For the transition period from __________ to __________


                        Commission File Number: 000-22855


                        AMERICAN SOIL TECHNOLOGIES, INC.
        (Exact name of small business issuer as specified in its charter)


            Nevada                                                86-0671974
(State or other jurisdiction of                                 (IRS Employer
 incorporation or organization)                              Identification No.)


                  215 N. Marengo, Suite 110, Pasadena, CA 91101
                    (Address of principal executive offices)


                                 (619) 521-8547
                           (Issuer's telephone number)


                                       N/A
              (Former name, former address and former fiscal year,
                          if changed since last report)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the 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 [ ]

As of November 12, 2001, the number of shares of Common Stock issued and
outstanding was 9,021,585.

Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]
<PAGE>
                        AMERICAN SOIL TECHNOLOGIES, INC.

                                      INDEX

                                                                           Page
                                                                          Number
                                                                          ------
PART I - FINANCIAL INFORMATION

Item 1. Financial Statements (Unaudited)

        Balance Sheet - September 30, 2001                                  3

        Statements of Operations - For the three months ended
        September 30, 2001 and 2000                                         4

        Statements of Stockholders' Equity - For the three months
        ended September 30, 2001 and 2000                                   5

        Statements of Cash Flow - For the three months ended
        September 30, 2001 and 2000                                         6

        Notes to Financial Statements                                       7

Item 2. Management's Discussion and Analysis of Financial
        Conditions and Results of Operations                               13

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings                                                 17
Item 2.  Changes in Securities                                             17
Item 3.  Defaults Upon Senior Securities                                   17
Item 4.  Submission of Matters to a Vote of Security Holders               17
Item 5.  Other Information                                                 17
Item 6.  Exhibits and Reports on Form 8-K                                  17

SIGNATURES                                                                 18

                                       2
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                        American Soil Technologies, Inc.
                                  Balance Sheet
                                   (Unaudited)

                          ASSETS                              September 30, 2001
                                                              ------------------
CURRENT ASSETS
  Cash and cash equivalents                                      $     6,541
  Accounts and notes receivable                                      616,351
  Deposits and prepaid expenses                                       98,486
  Inventory                                                          220,565
                                                                 -----------
        TOTAL CURRENT ASSETS                                         941,943

Property, plant and equipment, net of
 accumulated depreciation                                            547,583
Patents, net of amortization                                         609,297
Deferred income tax asset                                          2,467,000
Other assets                                                           3,013
                                                                 -----------
        TOTAL ASSETS                                             $ 4,568,836
                                                                 ===========
           LIABILITIES and STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts  payable                                              $    57,233
  Accrued expenses                                                    13,638
  Debentures payable                                               1,075,000
                                                                 -----------
        TOTAL CURRENT PAYABLE                                      1,145,871

Note Payable                                                          38,076
Notes payable employees                                               34,661
Notes payable affiliate                                              810,000

        TOTAL LIABILITIES                                          2,028,608

STOCKHOLDERS' EQUITY
  Common Stock, $0.001 par value, 25,000,000 authorized,
   9,021,585 shares outstanding                                        9,022
  Additional paid-In capital                                       7,014,378
  Retained earnings (deficit)                                     (4,483,172)
                                                                 -----------
        TOTAL STOCKHOLDERS' EQUITY                                 2,540,228
                                                                 -----------
        TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY               $ 4,568,836
                                                                 ===========

             See accompanying notes to these financial statements.

                                       3
<PAGE>
                        American Soil Technologies, Inc.
                            Statements of Operations
                                   (Unaudited)

                                                     For the nine months ended
                                                           September 30,
                                                   ----------------------------
                                                       2001             2000
                                                   -----------      -----------
REVENUE:
  Soil and water treatment                         $     2,914      $   184,765
  Hauling and miscellaneous sales                           81           14,143
  Other revenue                                                          10,910
                                                   -----------      -----------
        GROSS REVENUE                                    2,995          209,818

COST OF OPERATIONS:
  Materials and supplies                                   160           69,381
  Labor and payroll costs                                                73,237
  Facility costs                                        14,776           67,107
  Equipment and maintenance                              7,410           30,646
  Depreciation and amortization                         35,871           35,871
  Miscellaneous operating costs                          2,178            2,212
                                                   -----------      -----------
        TOTAL COST OF OPERATIONS                        60,395          278,454
                                                   -----------      -----------

GROSS INCOME (LOSS)                                    (57,400)         (68,636)

Sales & marketing costs                                  1,631           43,760
Depreciation and amortization                            2,008            2,008
General & administrative costs                         250,654          275,755
Interest expense                                        35,042           26,970
Research and development                                 9,469            1,958
                                                   -----------      -----------
        SALES AND ADMINISTRATIVE COSTS                 298,804          350,451
                                                   -----------      -----------

Net loss from operations                              (356,204)        (419,087)

Interest income                                            104              215
                                                   -----------      -----------

Net loss before benefit of income taxes               (356,100)        (418,872)
Income tax credit                                      121,000          167,000
                                                   -----------      -----------
NET (LOSS)                                         $  (235,100)     $  (251,872)
                                                   ===========      ===========
Loss per share:
  Basic loss per common share                      $     (0.03)     $     (0.03)
                                                   ===========      ===========

Weighted average shares outstanding                  9,021,585        8,730,431
                                                   ===========      ===========

             See accompanying notes to these financial statements.

                                       4
<PAGE>
                        American Soil Technologies, Inc.
                       Statements of Stockholders' Equity
                                   (Unaudited)


<TABLE>
<CAPTION>
                                         Common Stock              Additional
                                  ----------------------------      Paid-in       Accumulated
                                    Shares            Amount        Capital         Deficit          Total
                                  -----------      -----------    -----------     -----------     -----------
<S>                              <C>            <C>              <C>             <C>             <C>
Balance at July 1, 2000             8,730,431      $  8,730       $ 6,568,570     $(3,610,890)    $ 2,966,410

Net loss                                                                             (251,872)       (251,872)
                                  -----------      --------       -----------     -----------     -----------

Balance at September 30, 2000       8,730,431      $  8,730       $ 6,568,570     $(3,862,762)    $ 2,714,538
                                  ===========      ========       ===========     ===========     ===========

Balance at July 30, 2001            9,021,585      $  9,022       $ 7,014,378     $(4,248,072)    $ 2,775,328

Net loss                                                                             (235,100)       (235,100)
                                  -----------      --------       -----------     -----------     -----------

Balance at September 30, 2001       9,021,585      $  9,022       $ 7,014,378     $(4,483,172)    $ 2,540,228
                                  ===========      ========       ===========     ===========     ===========
</TABLE>

             See accompanying notes to these financial statements.

                                       5
<PAGE>
                        American Soil Technologies, Inc.
                             Statements of Cash Flow
                                   (Unaudited)

                                                       For the nine months ended
                                                             September 30,
                                                        ----------------------
                                                           2001         2000
                                                        ---------    ---------
CASH FLOW FROM OPERATING ACTIVITIES:
NET LOSS                                                $(235,100)   $(251,872)
Adjustments to reconcile net loss to net cash
 used by operating activities:
  Amortization and depreciation                            37,879       37,879
  Benefit on income tax credit                           (121,000)    (167,000)
Change in assets and liabilities:
  Accounts receivable                                      32,731       61,771
  Deposits and prepaid expenses                           (11,556)
  Inventory                                                  (228)      24,067
  Accounts payable                                        (25,004)    (200,586)
  Accrued expenses                                            (16)
  Deferred income                                                      288,575
                                                        ---------    ---------
Net Cash Flow Used by Operating Activities               (322,294)    (207,166)

CASH FLOW USED BY INVESTING ACTIVITIES:
  Addition of property, plant & equipment                  (1,567)      (4,992)
                                                        ---------    ---------
Total Cash Flow Used by investing activities               (1,567)      (4,992)

CASH FLOW FROM FINANCING ACTIVITIES:
  Proceeds from notes payable                               8,990
  Issuance of debentures                                               150,000
  Net borrowings on notes payable affiliates              285,000
                                                        ---------    ---------
Total Cash Flow from Financing Activities                 293,990      150,000

                                                          (29,871)     (62,158)
Cash at Beginning of Period                                36,412      124,352
                                                        ---------    ---------
Cash at End of Period                                   $   6,541    $  62,194
                                                        =========    =========
Supplemental disclosure of cash flow information:
  Cash payments during the period for:
   Interest                                             $  35,042    $  26,970
                                                        =========    =========

             See accompanying notes to these financial statements.

                                       6
<PAGE>
                        AMERICAN SOIL TECHNOLOGIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 1 - THE COMPANY

American Soil Technologies,  Inc.,  formerly Soil Wash Technologies,  Inc., (the
"Company") is  incorporated in Nevada and has operated since September 22, 1993.
Until January 1, 2000 the Company operated as Soil Wash Technologies, Inc.

NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The  summary  of  significant  accounting  policies  is  presented  to assist in
understanding the Company's financial  statements.  The financial statements and
notes are representations of the Company's management. Management is responsible
for their  integrity.  These accounting  policies conform to generally  accepted
accounting  principles and have been consistently  applied in the preparation of
the financial statements.

LINE OF BUSINESS

The Company is primarily engaged in non-hazardous soil and water remediation for
commercial  business and as of January 1, 2000 the  production  and sale of soil
enhancement  products  of  the  agricultural  community.  In  2001  the  Company
suspended  its sole soil and  water  remediation  business  and sold its book of
business.  The sale is recognized  in the fourth  quarter of the year ended June
30, 2001.

REVENUE RECOGNITION

For remediation products revenue is recognized upon completion of the processing
cycle and freight  upon  shipment by the  independent  trucking  company or upon
completion of the services and is fully earned.  Revenue is recognized  from the
soil  enhancement  products  upon  sale and  shipment,  or if the sale  includes
installation, upon completion of the installation process.

ACCOUNTS RECEIVABLE

The  Company  provides   allowances  against  accounts  receivable  to  maintain
sufficient reserves to cover anticipated losses.

INVENTORY

Inventory is stated at the lower of cost or market,  generally being  determined
on a first-in,  first-out basis. Inventory consists of materials consumed in the
soil and water remediation  process, and finished products and raw materials for
sale by the agricultural division.

                                       7
<PAGE>
                        AMERICAN SOIL TECHNOLOGIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

PROPERTY, PLANT AND EQUIPMENT

Depreciation  has  been  provided  on the  same  basis  for  tax  and  financial
accounting  purposes using the straight-line,  accelerated and declining balance
methods. The estimated useful lives of the assets are as follows:

     Production equipment                                   7-10 years
     Office equipment, furniture and fixtures               5-10 years
     Vehicles                                                  3 years
     Leasehold improvements                                 3-10 years

PATENTS

Patents  acquired in the purchase  transaction  are being  amortized  over their
estimated useful lives of seventeen years on a straight-line basis.

INCOME TAXES

The Company  provides for income taxes in accordance with Statement of Financial
Accounting Standards No. 109 (SFAS 109), "Accounting for Income Taxes." SFAS 109
requires the recognition of deferred tax liabilities and assets for the expected
future tax consequences of temporary differences between the financial statement
carrying amounts and the tax basis of assets and liabilities.

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.

IMPAIRMENT OF LONG-LIVED ASSETS

The Company  accounts for  impairment  of long-lived  assets in accordance  with
Statement  of  Financial  Accounting  Standards  No.  121,  "Accounting  for the
Impairment of  Long-Lived  Assets and for  Long-Lived  Assets to be Disposed Of"
("SFAS  121").  SFAS  121  requires  that  long-lived  assets  be  reviewed  for
impairment  whenever events or changes in  circumstances  indicate that the book
value of the asset may not be recoverable. The Company evaluates on each balance
sheet  date  whether  events or  circumstances  have  occurred  that  indicate a
possible  impairment.  In accordance with SFAS 121, the Company uses an estimate
of the future  undiscounted  net cash flows of the related  asset or asset group
over the remaining life in measuring whether the assets are recoverable.

                                       8
<PAGE>
                        AMERICAN SOIL TECHNOLOGIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS

In June 2001,  the FASB  issued  SFAS No. 142,  "Goodwill  and Other  Intangible
Assets." This  statement  establishes  accounting  and  reporting  standards for
goodwill and intangibles for years commencing  after December 15, 2001.  Whether
already  acquired or subsequently  acquired after the effective date,  companies
are required to identify intangibles with finite lives and those with indefinite
lives.  Those  intangibles  with  finite  lives  are to be  amortized  over  the
estimated  useful lives of the assets while those with indefinite  lives are not
to be amortized.  Goodwill is not to be amortized.  Each  intangible or goodwill
asset  should be analyzed at least  annually for  impairment  where the carrying
value is in excess  of the fair  value of the  intangibles  and in excess of the
implied fair value in the case of goodwill assets. The asset's carrying value is
to be reduced by a charge to income if the fair value is lower than the carrying
value.  The Company has not  determined  the effect of this new  standard  which
becomes  effective  for the Company on July 1, 2002;  however,  at September 30,
2001 the Company has patent  rights which are being  amortized  over the term of
the patent.  The impact of  implementation of SFAS No. 142 is not expected to be
material.

NOTE 3 - PROPERTY, PLANT AND EQUIPMENT AND PATENTS

Depreciation  and  amortization  of property,  plant and equipment for the years
ended June 30, 2001 and 2000 is $27,890 and $27,890, respectively.

Property plant and equipment consist of the following:

                                                   September 30,   September 30,
                                                       2001            2000
                                                   ------------    ------------
Production equipment                               $   902,744     $   920,051
Office equipment, furniture and fixtures                72,041          65,480
 Vehicles                                               95,873          95,872
Leasehold improvements                                 528,793         528,793
                                                   -----------     -----------
                                                     1,599,451       1,610,196
   Less accumulated depreciation and amortization   (1,051,868)       (912,418)
                                                   -----------     -----------

                                                   $   547,583     $   697,778
                                                   ===========     ===========

Amortization  of  capitalized  patent  costs since  acquisition  were $9,989 and
$9,989 for September 30, 2001 and 2000, respectively.

                                       9
<PAGE>
                        AMERICAN SOIL TECHNOLOGIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 4 - CONVERTIBLE DEBENTURES

In the quarter ended March 31, 2000,  the Company  authorized the issuance of an
aggregate  of  $1,325,000  of  convertible   debentures  with  interest  payable
quarterly at 10 percent per annum. Each debenture is convertible to stock of the
Company at a rate of one share for each three dollars converted.  The debentures
mature  in the  third  calendar  quarter  of 2002.  All of the  debentures  were
subscribed  and at September 30, 2001 and 2000 the  outstanding  balances of the
debt was $1,075,000 and $1,150,000,  respectively,  after the conversion in 2001
of $250,000 of debentures  into 83,334 shares of stock. If the remaining debt is
converted,  the  Company  would issue an  additional  358,333  shares.  Interest
expense  for the  quarter  ended  September  30,  2001 and 2000 was  $27,099 and
$16,028, respectively.

NOTE 5 - RELATED PARTY TRANSACTIONS

At  September  30, 2001 the  Company has a loan  payable to a company in which a
major shareholder of the Company owns a substantial interest. The loan is due on
demand,  subject to such demand not interfering with the operations and needs of
the Company. The interest rate is the prime rate charged the lender by its bank.
During the quarter ended September 30, 2001, interest paid was $7,704.

NOTE 6 - COMMITMENT AND CONTINGENCIES

The  Company  has  contractual  obligations  for  ongoing  remediation  work for
businesses in its geographical area.

The  Company has various  operating  lease  obligations  which  require  monthly
payments.  The  Company  has  month to month  leases  for its  plant  sites  and
equipment.  During the years ended  September  30,  2001 and 2000 the  aggregate
lease  payments  were  $21,754  and  $67,736,   respectively.  The  Company  has
terminated the lease on its plant site, sold it book of business in the area and
removed the equipment to a storage facility pending its decision whether to open
at a new location.  The Company  estimates  that the current market value of the
assets approximates the net carrying value of those assets.

As part of the sale of the Company's  remediation business in the fourth quarter
of the year ended June 30, 2001, the Company has a receivable of $500,000 due in
February 2002 based on the buyer  achieving  specific levels of business by that
date.  The Company  believes  that the buyer will achieve or exceed these levels
and therefore be entitled to the full amount of the receivable.

In  conjunction  with  the  lease  of the land  associated  with  the  operating
facilities,  the Company was obligated to remediate the property to its original
condition. The Company has remediated the property to governmental standards and
has received its final release on the property from the governmental agencies.

                                       10
<PAGE>
                        AMERICAN SOIL TECHNOLOGIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 7 - INCOME TAXES

At September 30, 2001 and 2000,  the Company has  approximately  $6,484,000  and
$5,522,000 of net operating losses available to offset future federal income tax
liability and  $1,601,000  and 1,628,000 of net  operating  losses  available to
offset future state income tax liability. There is no certainty as to the timing
of such  recognition  nor that the Company will be able to fully  utilize  these
differences.

Income tax benefits for the quarters  ended  September 30, 2001 and 2000 include
the following components

                                                   September 30,   September 30,
                                                       2001            2000
                                                    -------------  -------------
Income Taxes:
  Federal                                             $115,400        $132,000
  State                                                  5,600          35,000
                                                      --------        --------
     Total income tax benefit                         $121,000        $167,000
                                                      --------        --------

The components of deferred tax assets and liabilities are as follows:

                                                   September 30,   September 30,
                                                        2001           2000
                                                    -------------  -------------
Tax effects of reserves for doubtful accounts,
  deferred compensation and remediation              $       --     $   60,000
Tax effects of carryforward benefits:
Net operating loss carryforwards                      2,467,000      2,314,000
                                                     ----------     ----------
Tax effects of carryforwards
Tax effects of future taxable differences and
 carryforwards                                        2,467,000      2,364,000
                                                     ----------     ----------
Net deferred tax asset                               $2,467,000     $2,364,000
                                                     ==========     ==========

Realization of the net deferred tax assets is dependent on generating sufficient
taxable  income prior to the  expiration of the  respective  carryforwards.  Tax
effects are based on a 34.0% federal  income tax rate and an 8.84% on 50% of the
net operating loss  recognized  for state income tax purposes.  The combined net
rate of carryforwards is 38.4%. The provisions for state income tax benefit have
been reduced by the  expiration of state tax benefits of $10,000 and $11,000 for
the years ended  September 30, 2001 and 2000. The realized net operating  losses
expire over the next 20 years for  federal  and five years for state  income tax
purposes, as follows:

                                       11
<PAGE>
                        AMERICAN SOIL TECHNOLOGIES, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 7 - INCOME TAXES (CONTINUED)

                              Federal             State
         Expiration            Amount             Amount
         ----------            ------             ------
            2002                     --        $  458,000
            2003                     --           255,000
            2004                     --            78,000
            2005                     --           279,000
            2006                     --           481,000
            2007                356,000
            2008             $  130,000                --
            2009              1,074,000                --
            2010              1,058,000                --
            2011              1,016,000                --
            2012                915,000                --
            2018                510,000                --
            2019                156,000                --
            2020                558,000                --
            2021                961,000                --
            2022                356,000                --
                             ----------        ----------
           Total             $6,734,000        $1,907,000
                             ==========        ==========

Management  believes  that it is more  likely  than not that  the  Company  will
realize the  benefits of the deferred  tax credits  before each expires  through
2022;  therefore,  no valuation  reserve has been  provided for this against the
asset.

NOTE 8 - COMMON STOCK

At September 30, 2001, the Company has 9,021,585 shares outstanding. The Company
has 25,000,000 shares of $0.001 par value authorized.

NOTE 9 - STOCK OPTION PLAN

The Company  initiated  a stock  option plan during the year ended June 30, 2001
under which the Company  could grant up to one million  options.  Under the plan
all employees and  directors,  subject to  employment  terms,  have been granted
options to purchase  219,998 and 225,002 shares,  respectively.  The options are
exercisable  at $3.75  and  $4.13 per  share,  respectively.  At the time of the
grants the market price of the stock was $3.75, therefore,  219,998 options were
granted at the market price and 225,002 options were granted at 10% in excess of
the market price.  The options are vested when granted and are  exercisable  for
ten years from the date of the grant subject to cancellation upon termination of
employment.  No options have been exercised.  No options have been issued during
the quarter ended September 30, 2001.

NOTE 10 - LOSS PER COMMON SHARE

Loss per share of common stock has been computed  based on the weighted  average
number of shares  outstanding.  As of September 30, 2001 and 2000,  the weighted
average number of shares outstanding was 9,021,585 and 8,730,431,  respectively.
The outstanding stock options are anti-dilutive and there were no other dilutive
items outstanding; therefore, basic and diluted loss per share are the same.

                                       12
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

The following  discussion and analysis  should be read in  conjunction  with the
Company's financial statements, including the notes thereto, appearing elsewhere
in this Report.

FORWARD-LOOKING STATEMENTS

THIS  QUARTERLY  REPORT ON FORM 10-QSB  CONTAINS  STATEMENTS  RELATING TO FUTURE
RESULTS OF THE COMPANY (INCLUDING CERTAIN  PROJECTIONS AND BUSINESS TRENDS) THAT
ARE "FORWARD-LOOKING STATEMENTS" AS DEFINED IN THE PRIVATE SECURITIES LITIGATION
REFORM ACT OF 1995. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE PROJECTED AS
A RESULT OF  CERTAIN  RISKS AND  UNCERTAINTIES,  INCLUDING  BUT NOT  LIMITED  TO
CHANGES IN POLITICAL AND ECONOMIC  CONDITIONS;  DEMAND FOR AND MARKET ACCEPTANCE
OF NEW AND EXISTING PRODUCTS, AS WELL AS OTHER RISKS AND UNCERTAINTIES  DETAILED
FROM TIME TO TIME IN THE FILINGS OF THE COMPANY WITH THE SECURITIES AND EXCHANGE
COMMISSION.

OVERVIEW

American Soil Technologies,  Inc. began business as Soil Wash Technologies, Inc.
in September 1993 to develop and provide  nonhazardous soil remediation services
to businesses and developers in southern  California.  On December 31, 1999, the
Company  acquired the patents and operating rights to certain polymer based soil
enhancements designed to increase production and reduce costs to the agriculture
industry.  Prior to this  acquisition,  there was no  infrastructure  for sales,
marketing  and  distribution  of the  polymer  product.  This  product  is sold,
marketed, and distributed through the Company's  Agriblend(R)  division.  During
the  last  fiscal  year,  the  Company  sold the soil  remediation  business  it
conducted  through  its Soil  Wash  division  and has  since  been  focusing  on
development and sales of the polymer product line. During the three months ended
September  30,  2001,  the  Company  devoted  substantial  resources,  including
executive  time and money,  to the  development of strategic  relationships  and
contracts  for the  marketing  and  distribution  of its polymer  products  both
nationally and worldwide.

RESULTS OF OPERATIONS

The following table sets forth, for the periods  indicated,  selected  financial
information for the Company:

                                      Three Months Ended      Three Months Ended
                                      September 30, 2001      September 30, 2000
                                         (unaudited)             (unaudited)
                                         -----------             -----------
Statement of Operations Data:
  Revenue                                $     2,914             $   209,818
  (Net Loss)                             $  (235,100)            $  (251,872)
  (Net Loss) Per Share                   $     (0.03)            $     (0.03)
Balance Sheet Data:
  Current Assets                         $   941,943             $   940,127
  Total Property & Equipment, Net        $   547,583             $   674,881
  Patents, Net                           $   609,297             $   649,251
  Deferred Tax Asset                     $ 2,467,000             $ 2,374,000
  Total Assets                           $ 4,568,836             $ 4,670,082
  Total Current Liabilities              $ 1,145,871             $   500,419
  Accumulated Deficit                    $(4,483,172)            $(3,677,761)
  Stockholders' Equity                   $ 2,540,228             $ 2,899,539

                                       13
<PAGE>
THREE MONTHS ENDED SEPTEMBER 30, 2001 (UNAUDITED) COMPARED TO THREE MONTHS ENDED
SEPTEMBER 30, 2000 (UNAUDITED)

REVENUES

Revenues for the three months ended  September 30, 2001 were $2,995  compared to
$209,818  for the same  period in 2000.  Revenue  from the  Company's  Soil Wash
division was  eliminated  as a result of the sale of its book of business in the
fourth  quarter  of the year  ended  June 30,  2001  and  business  has not been
relocated as of September 30, 2001. The Company is now focusing on operations of
and generating revenues from its AgriBlend(R) division only.

COST OF SALES

Cost of goods sold decreased from $278,454 for the three months ended  September
30, 2000 to $60,395 for the three months ended  September  30, 2001,  due to the
sale of the Company's Soil Wash division operations.

INVENTORY

The Company  believes that  adequate  supplies of raw materials are available to
meet its current and anticipated requirements without disruption of its delivery
chain. The Company intends to add additional storage and distribution facilities
to the  Agriblend(R)  division as necessary to  accommodate  increases in sales,
provide for timely delivery and maintain an efficient supply process.

OPERATING EXPENSES

Operating  expenses  decreased 23% over the same period in 2000.  These expenses
were  increased as a result of the  Company's  efforts in putting in place sales
representatives,  employees and agents for the Agriblend(R)  division and offset
by the  decrease  as a  result  of the  suspension  of the  Soil  Wash  division
operations.

INCOME TAXES

The  Company  has  recognized  an income tax  benefit of its  current  and prior
operating  losses  based  on the  Company's  expectation  that it  will  realize
sufficient income in the future,  the next twenty years, to utilize the benefits
of the net operating  loss  carryforward  and therefore  reduced cash outlay for
taxes in future periods.

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<PAGE>
NET LOSS

The  Company  experienced  a net loss of  $235,100  for the three  months  ended
September  30, 2001 as compared to a net loss of $251,872  for the three  months
ended September 30, 2000, for the reasons  detailed  above.  The Company expects
that as a result of its efforts during the last half of fiscal year 2000 and all
of  fiscal  2001 to  develop  strategic  alliances,  marketing  agreements,  and
distribution networks, sales volume in subsequent periods should increase. Since
these  arrangements are new and untested,  it is uncertain whether these actions
will be  sufficient  to produce net  operating  income for the fiscal year 2002.
However, given the gross margins on the Agriblend(R) division,  future operating
results should be improved.

SEASONALITY

The efforts of the  Agriblend(R)  division in the United  States have focused on
the  southern  states and  therefore  generally  experience  year round  growing
cycles, with the sale of the Agriblend(R) product preceding the growing cycle of
various  crops.  International  sales  have not been  sufficient  enough  or the
geographic  distribution of sales concentrated enough to determine if a seasonal
trend exists although the initial  indication is that the Company's markets will
become diverse and therefore not indicate significant  seasonal  variations.  As
the Company expands into the residential and commercial markets  nationally,  it
is expected that the Company will  experience  some  seasonal  declines in sales
during the fall and winter quarters in less temperate climates.

LIQUIDITY AND CAPITAL RESOURCES

Cash and cash  equivalents  totaled $6,541 and $62,194 at September 30, 2001 and
2000,  respectively.  Net cash used by  operations  was  $322,294  for the three
months  ended  September  30, 2001  compared to net cash used by  operations  of
$207,166 for the three months ended September 30, 2000.

In March 2000, the Company authorized the issuance of an aggregate of $1,325,000
of  convertible  debentures  with interest  payable  quarterly at 10 percent per
annum. The convertible debentures are convertible to common stock of the Company
at a rate of one share for each three dollars  converted.  The debentures mature
in the first calendar  quarter of 2002. All of the debentures are subscribed and
paid.  At September 30, 2001 the  outstanding  balance of the debt is $1,075,000
after the  election  by one holder in  February  2001 to convert  $250,000  face
amount of the  convertible  debentures to 83,334 shares of common stock.  If the
remaining  holders  elect to convert  the debt the Company  would issue  358,333
shares.

Interest expense for the three months ended September 30, 2001 was $35,042.

The  Company  has  a  working  capital  deficit  (current  assets  less  current
liabilities)  of $(203,928) as of September 30, 2001 compared to working capital
of $439,708 as of September 30, 2000.

                                       15
<PAGE>
The Company  believes that it has and will have sufficient cash flow to continue
its operations  through  September 30, 2002. The Company's  working  capital and
other  capital  requirements  during this fiscal year and  thereafter  will vary
based on a number of factors,  including:  1) the sales revenue generated by the
Agriblend(R) division; 2) the level of sales and marketing activities related to
domestic sales from the Agriblend(R)  division;  and 3) the level of distributor
support  related to  development  of  international  sales  associated  with the
Agriblend(R) division. Should sales growth not materialize, the Company may look
to public and private sources of financing. There can be no assurance,  however,
that the Company can obtain  sufficient  capital on acceptable terms, if at all.
Under such  conditions,  failure to obtain  such  capital  likely  would  affect
adversely the Company's ability to continue as a going concern,  or at a minimum
negatively impact the Company's ability to timely meet its business objectives.

The Company will also  consider  both the public and private sale of  securities
and or debt  instruments for expansion of its operations if such expansion would
benefit the overall growth and income objectives of the Company. There can be no
assurance that additional public or private financing,  including debt or equity
financing,  will be available as needed, or, if available, on terms favorable to
the Company. Any additional equity financing may be dilutive to shareholders and
such  additional  equity  securities may have rights,  preferences or privileges
that are senior to those of the Company's  existing  common stock.  Furthermore,
debt financing,  if available,  will require payment of interest and may involve
restrictive covenants that could impose limitations on the operating flexibility
of the Company.  The failure of the Company to  successfully  obtain  additional
future funding may jeopardize the Company's ability to continue its business and
operations.

                                       16
<PAGE>
                          PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

To the best knowledge of management,  there are no legal proceedings  pending or
threatened against the Company.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

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

None.

ITEM 5. OTHER INFORMATION

The Board of Directors  accepted the  resignation of Sean Lee as Chief Financial
Officer.  Mr. Lee resigned as Chief Financial  Officer in order to dedicate more
time to his responsibilities in Sales and Marketing.  Mr. Ken Lew, a Director of
the Company,  will assume Sean Lee's position as C.F.O.  and vacate his position
as Secretary of the Company. Mr. Carl Ranno, also a Director of the Company, has
accepted the position of  Secretary.  Mr. Ranno,  is an attorney with  extensive
experience with public companies and federal  securities law. Mr. Ranno became a
member of the Board in  October of 2001  replacing  Mr.  Stevens  who has passed
away.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

The following documents are filed as part of this report:

1. The following Exhibits are filed herein:       None.

2. Reports on Form 8-K filed:                     None.

                                       17
<PAGE>
                                   SIGNATURES

In  accordance  with the Exchange Act, the  registrant  caused this report to be
signed on its behalf by the undersigned, duly authorized.

DATED: November 14, 2001                AMERICAN SOIL TECHNOLOGIES, INC.


                                        /s/ Neil C. Kitchen
                                        ----------------------------------------
                                        By: Neil C. Kitchen
                                        Its: President, Chief Executive Officer


                                        /s/ Ken Lew
                                        ----------------------------------------
                                        By: Ken Lew
                                        Its: Chief Financial Officer

                                       18