SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

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

                  For the quarterly period ended June 30, 2009

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

                        Commission File Number: 000-22855


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

           Nevada                                               95-4780218
(State or other jurisdiction of                                (IRS Employer
incorporation or organization)                               Identification No.)

                12224 Montague Street, Pacoima, California 91331
                    (Address of principal executive offices)

                                 (818) 899-4686
                           (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 [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ]                        Accelerated filer [ ]
Non-accelerated filer [ ]                          Smaller reporting company [X]
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell Company (as defined in
Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

As of August 14, 2009, the number of shares of common stock issued and
outstanding was 60,965,590.

Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]
<PAGE>
                                     INDEX

                                                                           Page
                                                                          Number
                                                                          ------

PART I - FINANCIAL INFORMATION

Item 1.  Consolidated Financial Statements (Unaudited)                       3

         Unaudited Consolidated Balance Sheets - June 30, 2009
         and September 30, 2008                                              3

         Unaudited Consolidated Statements of Operations -
         For the three and nine months ended June 30, 2009 and 2008          4

         Unaudited Consolidated Statements of Cash Flow -
         For the three and nine months ended June 30, 2009 and 2008          5

         Notes to Consolidated Financial Statements (Unaudited)              6

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

Item 3.  Qualitative and Quantitative Disclosures About Market Risk         16

Item 4.  Controls and Procedures                                            16

Item 4T. Controls and Procedures                                            17

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings                                                  18

Item 1A. Risk Factors                                                       18

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds        18

Item 3.  Defaults Upon Senior Securities                                    19

Item 4.  Submission of Matters to a Vote of Security Holders                19

Item 5.  Other Information                                                  19

Item 6.  Exhibits                                                           19

SIGNATURES                                                                  20

                                       2
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

                        AMERICAN SOIL TECHNOLOGIES, INC.
                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                             June 30,             September 30,
                                                                               2009                   2008
                                                                           ------------           ------------
                                                                            (unaudited)
<S>                                                                        <C>                    <C>
Assets:

Current assets
  Cash and cash equivalents                                                $      2,889           $      6,286
  Accounts receivable, net of allowance of $38,538 and $38,738 at
   June 30, 2009 and September 30, 2008, respectively                            13,579                 50,954
  Inventories                                                                    88,585                139,324
  Prepaid expenses and other                                                     32,959                 36,123
                                                                           ------------           ------------
      Total current assets                                                      138,012                232,687

Property and equipment, net                                                     100,375                151,728
Deposits and other assets                                                       217,756                217,756
Goodwill                                                                        364,600                364,600
Intangible assets                                                             1,147,954              1,407,553
                                                                           ------------           ------------
      Total assets                                                         $  1,968,697           $  2,374,324
                                                                           ============           ============

Liabilities and Stockholders' Deficit:

Current liabilities
  Accounts payable                                                         $  1,201,980           $    993,363
  Accrued liabilities                                                           942,736                529,104
  Notes payable                                                               1,937,427              1,947,862
  Capital lease obligations                                                      18,490                 16,358
  Derivative liability                                                                7                 11,580
  Notes payable to related parties                                              967,024                917,612
                                                                           ------------           ------------
      Total current liabilities                                               5,067,664              4,415,879

Capital lease obligations                                                         8,641                 22,788
Notes payable                                                                        --                  3,729

                                                                           ------------           ------------
      Total liabilities                                                       5,076,305              4,442,396
                                                                           ------------           ------------
Stockholders' deficit:
  Series A preferred stock, $0.50 stated value, 25,000,000 shares
   authorized, 2,763,699 shares issued and outstanding at
   June 30, 2009 and September 30, 2008, respectively                         1,381,849              1,381,849
  Common stock, $0.001 par value, 100,000,000 shares authorized,
   60,965,590 shares issued and outstanding at June 30, 2009
   and September 30, 2008, respectively                                          60,966                 60,966
  Additional paid-in capital                                                 19,505,092             19,473,603
  Accumulated deficit                                                       (24,055,515)           (22,984,490)
                                                                           ------------           ------------
      Total stockholders' deficit                                            (3,107,608)            (2,068,072)
                                                                           ------------           ------------
      Total liabilities and stockholders' deficit                          $  1,968,697           $  2,374,324
                                                                           ============           ============
</TABLE>


          See accompanying Notes to Consolidated Financial Statements.

                                       3
<PAGE>
                        AMERICAN SOIL TECHNOLOGIES, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                    Three Months Ended June 30,      Nine Months Ended June 30,
                                                  -----------------------------     -----------------------------
                                                      2009             2008             2009             2008
                                                  ------------     ------------     ------------     ------------
<S>                                               <C>              <C>              <C>              <C>
Revenue                                           $     58,416     $    144,085     $    192,631     $    441,010
Cost of goods sold (excluding amortization
 of intangible assets)                                  24,781           92,239           85,821          262,243
                                                  ------------     ------------     ------------     ------------
Gross profit                                            33,635           51,846          106,810          178,767
                                                  ------------     ------------     ------------     ------------
Operating expenses:
  General and administrative                           250,435          344,020          794,513        1,339,736
  Sales and marketing                                    3,756           35,375           43,255           92,865
  Amortization of intangible assets                     86,533          126,789          259,598          345,551
                                                  ------------     ------------     ------------     ------------
Total operating expenses                               340,724          506,184        1,097,366        1,778,152
                                                  ------------     ------------     ------------     ------------

Loss from operations                                  (307,089)        (454,338)        (990,556)      (1,599,385)

Other (income) expense:
  Interest expense                                      31,635           36,490           91,470          222,500
  Interest income                                           --              175               --           (2,981)
  Change in fair value of derivative liability              --              946          (11,573)        (461,520)
  Other                                                     --               --               --             (940)
  Loss on sale of property and equipment                    --               --              572           22,935
                                                  ------------     ------------     ------------     ------------
Loss before income taxes                              (338,724)        (491,949)      (1,071,025)      (1,379,379)
Income tax provision                                        --              901               --              901
                                                  ------------     ------------     ------------     ------------

Net loss                                          $   (338,724)    $   (492,850)    $ (1,071,025)    $ (1,380,280)
                                                  ============     ============     ============     ============

Net loss per share basic and diluted              $      (0.01)    $      (0.01)    $      (0.02)    $      (0.02)
                                                  ============     ============     ============     ============
Weighted average common shares outstanding
 used in per share calculations                     60,965,590       56,899,920       60,965,590       55,558,974
                                                  ============     ============     ============     ============
</TABLE>


          See accompanying Notes to Consolidated Financial Statements.

                                       4
<PAGE>
                        AMERICAN SOIL TECHNOLOGIES, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                   Nine months ended
                                                                                        June 30,
                                                                            ---------------------------------
                                                                               2009                  2008
                                                                            -----------           -----------
<S>                                                                         <C>                   <C>
Cash flows from operating activities:
  Net loss                                                                  $(1,071,025)          $(1,380,280)
  Adjustments to reconcile net loss to net
   cash from operating activities:
     Loss on disposal of assets                                                     572                37,304
     Depreciation and amortization                                              310,380               472,293
     Stock-based compensation                                                    31,489                60,996
     Change in derivative liabilities                                           (11,573)             (461,520)
     Amortization of debt discount                                                4,617                37,168
  Changes in operating assets and liabilities:
     Accounts receivable                                                         37,375                38,919
     Inventory                                                                   50,739                88,015
     Prepaid expenses and other assets                                            3,164               (34,140)
     Accounts payable                                                           208,617               273,672
     Accrued expenses                                                           413,632               199,833
                                                                            -----------           -----------
         Net cash used in operating activities                                  (22,013)             (667,740)
                                                                            -----------           -----------
Cash flows from investing activities:
  Capital expenditures                                                               --                (3,301)
  Proceeds from sale of assets                                                       --                13,552
  Deposit on real property                                                           --               (50,000)
                                                                            -----------           -----------
         Net cash used in investing activities                                       --               (39,749)
                                                                            -----------           -----------
Cash flows from financing activities:
  Proceeds from related party notes                                              55,000               656,343
  Proceeds from the issuance of debt                                                 --               150,000
  Proceeds from the issuance of common stock                                         --                90,134
  Payments on capital lease obligations                                         (18,781)              (16,267)
  Repayments on related party notes                                              (5,588)                   --
  Repayments on notes payable                                                   (12,015)             (163,721)
                                                                            -----------           -----------
         Net cash provided by financing activities                               18,616               716,489
                                                                            -----------           -----------
         Net decrease in cash and cash equivalents                               (3,397)               (9,000)

Cash and cash equivalents at beginning of period                                  6,286                34,855
                                                                            -----------           -----------
Cash and cash equivalents at end of period                                  $     2,889           $    43,855
                                                                            ===========           ===========

Supplemental disclosure of cash flow information:
  Cash paid during the period for interest                                  $    15,808           $   123,623
                                                                            ===========           ===========
  Cash paid during the period for income taxes                              $        --           $        --
                                                                            ===========           ===========

Supplemental disclosure of non-cash investing and financing activities:
  Conversion of related party note into common stock                        $        --           $ 1,600,000
                                                                            ===========           ===========
</TABLE>


          See accompanying Notes to Consolidated Financial Statements.

                                       5
<PAGE>
                        AMERICAN SOIL TECHNOLOGIES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2009
                                   (UNAUDITED)

1. BUSINESS

The Company is primarily engaged in the marketing of polymer and other soil
amendments to the agricultural turf and horticulture industries. The Company's
products are used to decrease water usage, increase nutrient retention in soil,
enhance seed germination and sprout emergence, clarify ponds and increase the
effectiveness of chemical fertilizers and biological additives. In 2006, the
Company acquired the patent to a slow release fertilizer. The Company also has
exclusive license rights to the use of patented polymer application techniques,
as well as numerous patents on a unique machine designed to inject polymer and
other liquid products into existing turf and some crops.

The Company also expanded to provide next-generation and sustainable fertilizers
thru the acquisition of Smart World Organics, Inc. ("Smart World") on December
20, 2006. Simultaneously, the Company entered into an Intellectual Property
Purchase Agreement with the founder of Smart World, Ray Nielsen ("Nielsen") that
included certain formulas originally believed to be proprietary and intellectual
properties used in the business of Smart World. The formulas acquired from
Nielsen were deemed not to be proprietary and subsequently deemed to have little
or no value. Smart World sells homogenized fertilizers, non-toxic insect
controls, plant protectants, seed, and soil and silage inoculants. Smart World
also provides advanced, custom-formulated products built to suit unusual growing
conditions and environments. Due to losses incurred in 2008, management
terminated Smart World employees and seeks to operate through commission-based
sales representatives. Additionally, the Company has several debt obligations
that are past the contractual maturity date or are due and payable.

2. GOING CONCERN AND MANAGEMENT'S PLAN

The Company has sustained significant losses and has an accumulated deficit of
$24,055,515 and negative working capital of $4,929,652, as of June 30, 2009. The
ability of the Company to continue as a going concern is dependent upon
obtaining additional capital and financing, and generating positive cash flows
from operations. The Company is seeking additional capital either through debt
or equity offerings and is attempting to increase sales volume and operating
margins to achieve profitability and to repay its indebtedness. Due to the
current economic environment and the Company's current financial condition,
management cannot be assured there will be adequate capital available when
needed and on acceptable terms. These factors raise substantial doubt about the
Company's ability to continue as a going concern. The financial statements do

                                       6
<PAGE>
not include any adjustments relating to the recoverability and classification of
asset carrying amounts or the amount and classification of liabilities that
might result should the Company be unable to continue as a going concern.

3. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The consolidated financial statements of the Company are unaudited and have been
prepared in accordance with accounting principles generally accepted in the
United States of America for interim financial information, pursuant to the
rules and regulations of the Securities and Exchange Commission. Notes to the
consolidated financial statements which would substantially duplicate the
disclosures contained in the audited financial statements for the most recent
fiscal year 2008 as reported in the Company's Form 10-K have been omitted. The
results of operations for the three and nine month periods ended June 30, 2009
and 2008 are not necessarily indicative of the results to be expected for the
full year. All accounts and intercompany transactions have been eliminated in
consolidation. In the opinion of management, the consolidated financial
statements include all adjustments, consisting of normal recurring accruals,
necessary to present fairly the Company's financial position, results of
operations and cash flows. These statements should be read in conjunction with
the financial statements and related notes which are part of the Company's
Annual Report on Form 10-K for the year ended September 30, 2008.

USE OF ESTIMATES

The preparation of consolidated financial statements in conformity with
accounting principles generally accepted in the United States of America,
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 periods. Actual results could differ
from those estimates. The Company's significant estimates made in connection
with the preparation of the accompanying financial statements include the
valuation of inventories, valuation of the intangible assets, valuation of stock
options and warrants to purchase common stock and the valuation of the
derivative liability.

                                       7
<PAGE>
CONCENTRATION OF CREDIT RISK

Accounts receivable from individual customers representing 10% or more of the
accounts receivable balance consists of the following as of June 30:

                                                   2009
                                                   ----

            Percent of accounts receivable          74%
            Number of customers                      4

Sales from individual customers representing 10% or more of sales consist of the
following customers for the three months ended June 30:

                                                   2009         2008
                                                   ----         ----

            Percent of sales                        67%          15%
            Number of customers                      3            1

Sales from individual customers representing 10% or more of sales consist of the
following customers for the nine months ended June 30:

                                                   2009         2008
                                                   ----         ----

            Percent of sales                        65%           9%
            Number of customers                      1            1

As a result of the Company's concentration of its customer base, the loss or
cancellation of business from, or significant changes in scheduled deliveries of
product sold to the above customers or a change in their financial position
could materially and adversely affect the Company's consolidated financial
position, results of operations and cash flows.

RECENT ACCOUNTING PRONOUNCEMENTS

In March 2008, the FASB issued SFAS No. 161 ("SFAS 161"), Disclosures about
Derivative Instruments and Hedging Activities--an amendment of FASB Statement
No. 133. This statement requires enhanced disclosures about an entity's
derivative and hedging activities and thereby improving the transparency of
financial reporting. Entities are required to provide enhanced disclosures about
(a) how and why an entity uses derivative instruments, (b) how derivative
instruments and related hedged items are accounted for under SFAS 133 and its
related interpretations, and (c) how derivative instruments and related hedged

                                       8
<PAGE>
items affect an entity's financial position, financial performance, and cash
flows. The Company is currently evaluating the impact of this standard and
believes it will not have a material impact on our Company's consolidated
financial statements.

In June 2008, the FASB's Emerging Issues Task Force (EITF) reached a consensus
on EITF Issue No. 07-5 (EITF 07-5), Determining Whether an Instrument (or
Embedded Feature) Is Indexed to an Entity's Own Stock . This EITF Issue provides
guidance on the determination of whether such instruments are classified in
equity or as a derivative instrument and is effective for the fiscal year
beginning on January 1, 2009. The Company is currently evaluating the impact, if
any, of adopting EITF 07-5 on its financial position and results of operations.

In June 2008, FASB issued EITF Issue No. 08-4, Transition Guidance for
Conforming Changes to Issue No. 98-5 ("EITF 08-4"). The objective of EITF 08-4
is to provide transition guidance for conforming changes made to EITF No. 98-5,
Accounting for Convertible Securities with Beneficial Conversion Features or
Contingently Adjustable Conversion Ratios, that result from EITF No. 00-27,
Application of Issue No. 98-5 to Certain Convertible Instruments, and SFAS No.
150, Accounting for Certain Financial Instruments with Characteristics of both
Liabilities and Equity. This Issue is effective for financial statements issued
for fiscal years ending after December 15, 2008. The Company is currently
evaluating the impact, if any of adopting EITF 08-4 on its financial position
and results of operations.

In May 2009, the FASB issued SFAS No. 165, "Subsequent Events" ("SFAS 165"),
which provides guidance to establish general standards of accounting for and
disclosures of events that occur after the balance sheet date but before
financial statements are issued or are available to be issued. SFAS 165 also
requires entities to disclose the date through which subsequent events were
evaluated as well as the rationale for why that date was selected. SFAS 165 is
effective for interim and annual periods ending after June 15, 2009. The
adoption of SFAS 165 did not have a material impact on our financial condition,
results of operations, and disclosures.

In June 2009, the FASB approved the "FASB Accounting Standards Codification"
("Codification") as the single source of authoritative nongovernmental United
States generally accepted accounting principles ("U.S. GAAP") to be launched on
July 1, 2009. The Codification does not change current U.S. GAAP, but is
intended to simplify user access to all authoritative U.S. GAAP by providing all
the authoritative literature related to a particular topic in one place. All
existing accounting standard documents will be superseded and all other
accounting literature not included in the Codification will be considered
nonauthoritative. The Codification is effective for interim and annual periods
ending after September 15, 2009. The Codification is effective for us during our
annual period ending September 30, 2009 and will not have an impact on our
financial condition or results of operations. We are currently evaluating the
impact to our financial reporting process of providing Codification references
in our public filings.

NET LOSS PER SHARE

Basic net loss per share is calculated by dividing net loss by the weighted
average common shares outstanding during the period. Diluted net loss per share
reflects the potential dilution to basic net loss per share that could occur
upon conversion or exercise of securities, options or other such items to common
shares using the treasury stock method, based upon the weighted average fair
value of our common shares during the period. For each period presented, basic
and diluted net loss per share amounts are identical as the effect of potential
common shares are antidilutive.

                                       9
<PAGE>
The following is a summary of outstanding securities which have been excluded
from the calculation of diluted net loss per share because the effect would have
been anti dilutive for the three months ended June 30:

                                                   2009                 2008
                                                -----------          -----------

Series A convertible preferred stock              2,763,699            2,763,699
Convertible debt                                300,000,000           22,486,499
                                                -----------          -----------
                                                302,763,699           25,250,198
                                                ===========          ===========

The following is a summary of outstanding securities which have been excluded
from the calculation of diluted net loss per share because the effect would have
been antidilutive for the nine months ended June 30:

                                                   2009                 2008
                                                -----------          -----------

Series A convertible preferred stock              2,763,699            2,763,699
Convertible debt                                300,000,000           22,486,499
                                                -----------          -----------
                                                302,763,699           25,250,198
                                                ===========          ===========

Based on the conversion price of the convertible debt, the Company does not have
the requisite number of authorized shares available at June 30, 2009 in the
event the holder elected convert the note into shares of common stock.

4. INVENTORIES

Inventories consist of the following at:

                                              June 30, 2009   September 30, 2008
                                              -------------   ------------------

Raw materials                                   $  64,480          $  89,822
Finished goods                                     24,105             49,502
                                                ---------          ---------
                                                $  88,585          $ 139,324
                                                =========          =========

                                       10
<PAGE>
5. ACCRUED EXPENSES

Accrued expenses consist of the following at:

                                             June 30, 2009   September 30, 2008
                                             -------------   ------------------

Interest                                       $ 273,101          $ 237,091
Interest to related parties                       89,612             54,578
Compensation and related                         580,023            236,287
Other                                                --               1,148
                                               ---------          ---------
                                               $ 942,736          $ 529,104
                                               =========          =========

6. LITIGATION

On or about September 21, 2007, Stockhausen, Inc. ("Stockhausen") filed a
Complaint in the United States District Court, for the Middle District of North
Carolina, against us seeking damages. Stockhausen alleges that we breached an
agreement with them by failing to pay for goods purchased and failing to
purchase a minimum quantity of goods. We believe that Stockhausen provided
Defective products and waived any minimum purchase requirements. Stockhausen is
seeking a judgment in the amount of $188,180 plus interest and lost profits in
an unspecified amount, along with costs and attorneys fees. We filed an Answer
to the Complaint and a Cross-Complaint against Stockhausen on November 14, 2007.
Stockhausen has filed a motion to strike our answer and counterclaim which has
been recommended to the judge by the magistrate. We have filed a brief in
opposition as well as an explanation of damages and are awaiting the courts
decision. As of June 30, 3009, the matter is still pending.

On or about October 4, 2007, Raymond J. Nielsen and Cheryl K. Nielsen
(collectively, "Plaintiffs"), filed a Complaint in the Circuit Court in the
Sixth Judicial District of Pasco County, Florida, against us and Smart World
(collectively "Defendants") seeking damages, declaratory, and injunctive relief.
Plaintiffs allege that Defendants failed to pay interest when due on the
Convertible Debenture from Defendants to Plaintiffs and, thus, the entire amount
of the Convertible Debenture is accelerated and Plaintiffs are seeking a
judgment in the amount of $1,500,000 plus interest. We allege that jurisdiction
of this matter belongs in the California court system per the terms of the
documents. We have filed a Motion to Dismiss the lawsuit which has been denied
on appeal. We have filed an answer with affirmative defenses alleging the
Plaintiff's wrongdoing. It is our position that the intellectual property we
purchased from the Plaintiffs is not as represented by the Plaintiffs. We are
filing further claims against the Plaintiffs.

                                       11
<PAGE>
7. RELATED PARTY TRANSACTIONS

On January 13, 2009, Diana Visco loaned the Company an additional $55,000 to
fund operations of the Company. The loan bears the same terms as the previous
loans. As of June 30, 2009, notes payable of $655,000 and accrued interest of
$50,236 is due to Diana Visco. The notes bear interest at the "prime" rate and
are due on September 20, 2009.

On February 10, 2009, Carl Ranno advanced the Company $7,996 for operations. The
advance does not bear interest, due on demand and is included in accounts
payable on the accompanying balance sheet.

8. SUBSEQUENT EVENT

In July and August of 2009, Ms. Visco loaned the Company a total of $35,000 to
fund operations. The loans bear interest at the Prime Rate of approximately
3.35% and are due in September 2010.

                                       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 our
financial statements, including the notes thereto, appearing elsewhere in this
Report.

FORWARD-LOOKING STATEMENTS

The following information contains certain forward-looking statements.
Forward-looking statements are statements that estimate the happening of future
events and are not based on historical fact. Forward-looking statements may be
identified by the use of forward-looking terminology, such as "may," "could,"
"expect," "estimate," "anticipate," "plan," "predict," "probable," "possible,"
"should," "continue," or similar terms, variations of those terms or the
negative of those terms. The forward-looking statements specified in the
following information have been compiled by our management on the basis of
assumptions made by management and considered by management to be reasonable.
Our future operating results, however, are impossible to predict and no
representation, guaranty, or warranty is to be inferred from those
forward-looking statements.

OVERVIEW

We develop, manufacture and market cutting-edge technology that decreases the
need for water and improves the soil in the "Green Industry" consisting of
agriculture, turf and horticulture.

RESULTS OF OPERATIONS

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

                                     Nine Months Ended      Nine Months Ended
                                       June 30, 2009          June 30, 2008
                                       --------------         --------------
                                         (Unaudited)            (Unaudited)
STATEMENT OF OPERATIONS DATA:
Revenue                                 $    192,631           $    441,010
(Loss)                                    (1,071,025)            (1,380,280)
(Net Loss) Per Share                    $      (0.02)          $      (0.02)

                                       June 30, 2009       September 30, 2008
                                       -------------       ------------------
BALANCE SHEET DATA:
Current Assets                          $    138,012           $    232,687
Total Property & Equipment, Net              100,375                151,728
Intellectual Property, Net                 1,147,954              1,407,553
Total Assets                               1,968,697              2,374,324
Total Current Liabilities                  5,067,664              4,415,879
Accumulated Deficit                     $(24,055,515)          $(22,984,490)

                                       13
<PAGE>
NINE MONTHS ENDED JUNE 30, 2009 (UNAUDITED) COMPARED TO NINE MONTHS ENDED JUNE
30, 2008 (UNAUDITED)

REVENUES

Revenues for the nine months ended June 30, 2009 were $192,631 compared to
$441,010 for the nine months ended June 30, 2008, a decrease of 56%. This
decrease in revenue is a direct result of the loss of our polymer business
caused by defective product received from our linear polymer supplier,
historical lack of capital preventing proper sales support and the severe
economic conditions in our primary markets for our organic agriculture products.
We are in litigation with our polymer supplier. We continue to lose polymer
sales that were lost this reporting period because of reluctance by our
customers to purchase product from us over concerns about receiving defective
product and the rising costs.

COST OF SALES

Cost of goods sold decreased to $85,821 for the nine months ended June 30, 2009
from $262,243 for the nine months ended June 30, 2008. The decrease in the cost
of sales is the result of the decrease revenues during this period. Our gross
margins were 55% and 41% for the nine months ended June 30, 2009 and June 30,
2008, respectively. The increase in our gross margins was due to increased
margins in the individual products sold during the nine months ending June 30,
2009 and costs reductions.

OPERATING EXPENSES

Operating expenses decreased approximately 38% for the period ended June 30,
2009. This decrease in operating expenses is a result of many factors. General
and administrative expenses decreased approximately 41% for the period ended
June 30, 2009 due to a lack of capital and planned reduction in all expenses.
Sales and marketing expenses decreased approximately 53% because we reduced the
number of trade shows we attended and reduced our print advertising, which is
part of our sales and marketing plan in order to reduce costs. We had no
research and development costs for the nine months ended June 30, 2009 or for
the nine months ended June 30, 2008. Our amortization expense decreased to
$259,598 for the nine months ended June 30, 2009 from $345,551 for the nine
months ended June 30, 2008 due to a change in the amortization period of certain
intangible assets.

NET LOSS

We experienced a net loss from operations of $(1,071,025) for the nine months
ended June 30, 2009 as compared to a net loss of $(1,380,280) for the nine
months ended June 30, 2008. Our sales and marketing expenses decreased from
$92,865 in the nine months ended June 30, 2008 to $43,255 for the nine months
ended June 30, 2009. The decrease in the net loss is directly related to a
reduction in staff. We continue to focus our efforts on developing strategic
alliances, marketing agreements, and distribution networks. Revenue from the

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sale of products decreased from $441,010 for the nine months ended June 30, 2008
to $192,631 for the nine months ended June 30, 2009. This decrease in revenue is
a direct result of the continuing loss of our polymer business caused by
defective product received from our polymer supplier, historical lack of capital
preventing proper sales support and the severe economic conditions in our
primary markets.

SEASONALITY

Our efforts in the United States have focused on the southern states and
therefore generally experience year round growing cycles, with the sale of the
agricultural products 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 our markets will become diverse
and therefore not indicate significant seasonal variations. As we expand into
the residential and commercial segments nationally, we will experience some
seasonal declines in sales during the fall and winter quarters in less temperate
climates. As we expand into the hydroponics organic market, we should experience
a significant lessening of seasonal variations.

LIQUIDITY AND CAPITAL RESOURCES

Cash and cash equivalents totaled $2,889 and $43,855 at June 30, 2009 and 2008,
respectively. Net cash used by operations was $(22,013) for the period ended
June 30, 2009 compared to net cash used by operations of $(667,740) for the
comparable period ended June 30, 2008. We have historically relied upon one of
our officers and significant shareholders to provide cash to meet short term
operating cash requirements.

At June 30, 2009, the outstanding balance of the debentures was $1,892,024.
These convertible debentures consisted of: a) $1,500,000, 8% per annum
convertible debentures at the closing price on the day immediately preceding the
day of conversion which is currently in default and in dispute: (b) $50,000, 8%
per annum convertible debentures: (c) $165,000, 8% per annum convertible
debentures and (d) $177,024, 10% per annum. Interest expense for the nine months
ended June 30, 2009 was $91,470 and interest expense for the nine months ended
June 30, 2008 was $222,500.

We have a working capital deficit (current assets less current liabilities) of
$(4,929,652) as of June 30, 2009 compared to working capital deficit of
$(3,091,844) as of June 30, 2008. Our increase in current liabilities is
directly related to an increase in our notes payable, accounts payable and
accrued liabilities.

As shown in the accompanying financial statements, we have incurred an
accumulated deficit of $(24,055,515) and a working capital deficit of
approximately $(4,929,652) as of June 30, 2009. Our ability to continue as a
going concern is dependent on obtaining additional capital and financing and
operating at a profitable level. We intend to seek additional capital either
through debt or equity offerings and to increase sales volume and operating

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<PAGE>
margins to achieve profitability. Our working capital and other capital
requirements during the next fiscal year and thereafter will vary based on the
sales revenue generated by the recent accumulation of additional products and
the distribution and sales network we have created and will continue to grow.

We will consider both the public and private sale of securities and/or debt
instruments for expansion of our operations if such expansion would benefit our
overall growth and income objectives. Should sales growth not materialize, we
may look to these public and private sources of financing. There can be no
assurance, however, that we can obtain sufficient capital on acceptable terms,
if at all. Under such conditions, failure to obtain such capital likely would at
a minimum negatively impact our ability to timely meet our business objectives.

Our auditors issued an explanatory paragraph regarding substantial doubt about
the Company's ability to continue as a going concern.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable

ITEM 4. CONTROLS AND PROCEDURES

We maintain disclosure controls and procedures that are designed to provide
reasonable assurance that information required to be disclosed in our Exchange
Act reports is recorded, processed, summarized and reported within the time
periods specified in the SEC's rules and forms and that such information is
accumulated and communicated to our management, including our Chief Executive
Officer, as appropriate, to allow timely decisions regarding required
disclosure. In designing and evaluating the disclosure controls and procedures,
management recognizes that any controls and procures, no matter how well
designed and operated, can provide only reasonable assurance of achieving the
desired control objectives and in reaching a reasonable level of assurance
management necessarily was required to apply its judgment in evaluating the cost
benefit relationship of possible controls and procedures.

As required by Rule 13a-15(b) of the Exchange Act, we carried out an evaluation
under the supervision and with the participation of our management , including
our Chief Executive Officer, of the effectiveness of the design and operation of
our disclosure controls and procedures as of the end of the period covered by
this report. For the year ended September 30, 2008, the Chief Executive Officer
had evaluated the effectiveness of our disclosure controls and procedures and
had determined that our projections and impairment analysis need to be improved.
In response to this deficiency, we hired a financial expert to assist us in
improving our disclosure controls and procedures. We believe that the changes
implemented enabled the Company to improve its timely reporting of the required
impairment analysis and related disclosures. Based on the foregoing, our Chief

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<PAGE>
Executive Officer and Chief Financial Officer concluded that our disclosure
controls and procedures were effective at the reasonable assurance level as of
June 30, 2009.

There has been no other changes in our internal controls over financial
reporting during our most recent fiscal quarter that has materially affected, or
is reasonably likely to materially affect, our internal controls over financial
reporting.

ITEM 4T. CONTROLS AND PROCEDURES

Not applicable

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<PAGE>
                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

On or about September 21, 2007, Stockhausen, Inc. ("Stockhausen") filed a
Complaint in the United States District Court, for the Middle District of North
Carolina, against us seeking damages. Stockhausen alleges that we breached an
agreement with them by failing to pay for goods purchased and failing to
purchase a minimum quantity of goods. We believe that Stockhausen provided
Defective products and waived any minimum purchase requirements. Stockhausen is
seeking a judgment in the amount of $188,180 plus interest and lost profits in
an unspecified amount, along with costs and attorneys fees. We filed an Answer
to the Complaint and a Cross-Complaint against Stockhausen on November 14, 2007.
Stockhausen has filed a motion to strike our answer and counterclaim which has
been recommended to the judge by the magistrate. We have filed a brief in
opposition as well as an explanation of damages and are awaiting the courts
decision.

The matter is still pending.

On or about October 4, 2007, Raymond J. Nielsen and Cheryl K. Nielsen
(collectively, "Plaintiffs"), filed a Complaint in the Circuit Court in the
Sixth Judicial District of Pasco County, Florida, against us and Smart World
(collectively "Defendants") seeking damages, declaratory, and injunctive relief.
Plaintiffs allege that Defendants failed to pay interest when due on the
Convertible Debenture from Defendants to Plaintiffs and, thus, the entire amount
of the Convertible Debenture is accelerated and Plaintiffs are seeking a
judgment in the amount of $1,500,000 plus interest. We allege that jurisdiction
of this matter belongs in the California court system per the terms of the
documents. We have filed a Motion to Dismiss the lawsuit which has been denied
on appeal. We have filed an answer with affirmative defenses alleging the
Plaintiff's wrongdoing. It is our position that the intellectual property we
purchased from the Plaintiffs is not as represented by the Plaintiffs. We are
filing further claims against the Plaintiffs.

To the best knowledge of our management, there are no other legal proceedings
pending against us.

ITEM 1A. RISK FACTORS

Not applicable.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None

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ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

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

None.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

The following Exhibits are filed herein:

 No.                                    Title
 ---                                    -----

31.1      Certification of Chief Executive Officer Pursuant to the Securities
          Exchange Act of 1934, Rules 13a-14 and 15d-14, as adopted pursuant to
          Section 302 of the Sarbanes-Oxley Act of 2002

31.2      Certification of Chief Financial Officer Pursuant to the Securities
          Exchange Act of 1934, Rules 13a-14 and 15d-14, as adopted pursuant to
          Section 302 of the Sarbanes-Oxley Act of 2002

32        Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
          to Section 906 of the Sarbanes-Oxley Act of 2002

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<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: August 14, 2009                 AMERICAN SOIL TECHNOLOGIES, INC.


                                       By: /s/ Carl P. Ranno
                                           -------------------------------------
                                            Carl P. Ranno
                                       Its: President, Chief Executive Officer,
                                            Chief Financial Officer (Principal
                                            Executive Officer, Principal
                                            Financial Officer and Principal
                                            Accounting Officer)

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