UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934

                    For the Quarter Ended September 30, 2002

                         Commission File Number 0-23737

                         ACHIEVEMENT TEC HOLDINGS, INC.
             (Exact name of registrant as specified in its charter)

        Delaware                                        82-0290939
        --------                                        ----------
   (State or other jurisdiction of                   (I.R.S. Employer
    incorporation or organization)                    Identification No.)

                711 South Columbus Avenue, Mount Vernon, NY 10550
               (Address of principal executive offices) (Zip Code)

                                 (914) 699-5190
                         (Registrant's telephone number)

     Check whether the registrant (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 3 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 August 31, 2003, there were 48,391,966 shares of the registrant's no
par value common stock issued and outstanding

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

                          PART I-FINANCIAL INFORMATION

ITEM 1.         CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

                Condensed Consolidated Balance Sheet as of September 30,
                  2002 (UNAUDITED)

                Condensed Consolidated Statements of Operations for the three
                  and nine months ended September 30, 2002 and September 30,
                  2001 (UNAUDITED)

                Condensed Consolidated Statements of Cash Flows for the nine
                  months ended September 30, 2002 and September 30, 2001
                  (UNAUDITED)
                Notes to Unaudited Condensed Consolidated Financial
                  Statements as of September 30, 2002 (UNAUDITED)

ITEM 2.         MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS

ITEM 3.         CONTROLS AND PROCEDURES

                            PART II-OTHER INFORMATION

ITEM 1.         LEGAL PROCEEDINGS

ITEM 2.         CHANGES IN SECURITIES AND USE OF PROCEEDS

ITEM 3.         DEFAULTS UPON SENIOR SECURITIES

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

ITEM 5.         OTHER INFORMATION

ITEM 6.         EXHIBITS AND REPORTS ON FORM 8-K


                                       i
<PAGE>
                 ACHIEVEMENT TEC HOLDINGS, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEET
                            AS OF SEPTEMBER 30, 2002
                                   (UNAUDITED)
<TABLE>
<CAPTION>
<S>                                                                                                            <C>
ASSETS
Current assets
 Accounts receivable, net of allowance for doubtful accounts of $0 and $35,469 .......................   $    59,785
                                                                                                          -----------
Total Current Assets .................................................................................        59,785
PROPERTY & EQUIPMENT - NET OF ACCUMULATED DEPRECIATION OF $56,612.....................................        36,113
GOODWILL AND INTANGIBLES, NET OF ACCUMULATED AMORTIZATION OF $15,960 .................................         2,784
DEBT ISSUANCE COSTS, NET OF ACCUMULATED AMORTIZATION OF $54,657.......................................        32,793
OTHER ASSETS .........................................................................................         3,679
                                                                                                         -----------
TOTAL ASSETS .........................................................................................   $   135,154
                                                                                                         ===========

LIABILITIES AND STOCKHOLDERS' DEFICIENCY
CURRENT LIABILITIES
 Bank overdraft ......................................................................................   $    24,115
 Accounts payable and accrued expenses ...............................................................       460,579
 Payroll taxes payable ...............................................................................       166,027
 Convertible notes payable - current .................................................................       300,000
 Notes payable - current .............................................................................       458,626
                                                                                                         -----------
     Total Current Liabilities .......................................................................     1,409,347

Due to officer .......................................................................................        33,413
Convertible debentures ...............................................................................     1,717,949
Convertible notes payable ............................................................................        50,000
                                                                                                         -----------

TOTAL LIABILITIES ....................................................................................     3,210,709
                                                                                                         -----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' DEFICIENCY
 Preferred stock, $.001 par value, 10,000,000 shares authorized, none issued and outstanding .........             -
 Common stock, $.001 par value, 50,000,000 shares authorized, 10,320,039 shares issued and outstanding        10,320
 Additional paid in capital ..........................................................................     2,594,679
 Accumulated deficit .................................................................................    (5,680,554)
                                                                                                         -----------
     Total Stockholders' Deficiency ..................................................................    (3,075,555)
                                                                                                         -----------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY .......................................................   $   135,154
                                                                                                         ===========
</TABLE>

                                       1

      See accompanying notes to condensed consolidated financial statements



<PAGE>



                 ACHIEVEMENT TEC HOLDINGS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                    For the Three   For the Three   For the Nine    For the Nine
                                                                     Months Ended    Months Ended    Months Ended    Months Ended
                                                                    September 30,   September 30,   September 30,   September 30,
                                                                         2002            2001            2002            2001
                                                                     -------------   -------------   -------------   -------------
<S>                                                                  <C>             <C>             <C>             <C>
REVENUE ..........................................................   $    261,782    $    817,706    $    801,156    $  2,696,898

COST OF REVENUE ..................................................              -               -               -               -
                                                                     -------------   -------------   -------------   -------------

GROSS PROFIT .....................................................        261,782         817,706         801,156       2,696,898
                                                                     -------------   -------------   -------------   -------------

OPERATING EXPENSES
 Selling, general and administrative expense .....................        233,768       1,045,723         968,196       3,393,176
 Depreciation and amortization expense ...........................         10,068          64,590          18,273         198,745
                                                                     -------------   -------------   -------------   -------------
       Total Operating Expenses ..................................        243,836       1,110,313         986,469       3,591,921
                                                                     -------------   -------------   -------------   -------------

INCOME (LOSS) FROM OPERATIONS ....................................         17,946        (292,607)       (185,313)       (895,023)

OTHER INCOME (EXPENSE)
 Interest income .................................................              -               -               -             147
 Interest expense ................................................        (76,376)        (26,826)       (474,063)        (82,963)
                                                                     -------------   -------------   -------------   -------------

       Total Other Income (Expense) ..............................        (76,376)        (26,826)       (474,063)        (82,816)
                                                                     -------------   -------------   -------------   -------------

LOSS BEFORE PROVISION FOR INCOME TAXES ...........................        (58,430)       (319,433)       (659,376)       (977,839)

PROVISION FOR INCOME TAXES .......................................              -               -               -               -
                                                                     -------------   -------------   -------------   -------------

NET LOSS .........................................................   $    (58,430)   $   (319,433)   $   (659,376)   $   (977,839)

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

NET LOSS PER COMMON SHARE - BASIC AND DILUTED ....................   $      (0.01)   $      (0.03)   $      (0.06)   $      (0.08)
                                                                     =============   =============   =============   =============

WEIGHTED AVERAGE SHARES OUTSTANDING DURING THE
 PERIOD - BASIC AND DILUTED ......................................     10,320,039      10,226,393      10,320,039       9,674,734
                                                                     =============   =============   =============   =============
</TABLE>

      See accompanying notes to condensed consolidated financial statements

                                      2
<PAGE>
                 ACHIEVEMENT TEC HOLDINGS, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                                                       For the Nine            For the Nine
                                                                                       Months Ended            Months Ended
                                                                                     September 30, 2002      September 30, 2001
                                                                                     -------------------     -------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                                  <C>                     <C>
 Net loss                                                                            $         (659,376)     $         (977,839)
 Adjustments to reconcile net loss to net cash used in operating activities:
  Depreciation and amortization                                                                  11,953                  10,294
  Amortization of goodwill and intangibles                                                        5,737                 188,451
  Beneficial conversion expense                                                                 300,000                       -
  Bad debt expense                                                                                    -                     560
 Changes in operating assets and liabilities:
  (Increase) decrease in:
  Accounts receivable                                                                             7,240                (114,961)
  Due from factor                                                                                   309                       -
  Other assets                                                                                    1,234                  (7,943)
  Increase (decrease) in:
  Payroll taxes payable                                                                          25,484                       -
  Accounts payable and accrued expenses                                                        (128,274)                471,043
                                                                                     -------------------     -------------------
         Net Cash Used In Operating Activities                                                 (435,693)               (430,395)
                                                                                     -------------------     -------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
 Increase in property and equipment                                                                   -                  (8,560)
 Disposition of assets and liabilities                                                          151,702                       -
                                                                                     -------------------     -------------------
         Net Cash From (Used In) Investing Activities                                           151,702                  (8,560)
                                                                                     -------------------     -------------------


CASH FLOWS FROM FINANCING ACTIVITIES:
 Debt issue cost                                                                                      -                 (47,965)
 Increase (decrease) in bank overdraft                                                            4,084                   5,343
 Proceeds from sale of common stock                                                                   -                 430,885
 Proceeds from issuance of debentures                                                           300,000                       -
 Repayment of notes payable                                                                      (4,000)                (41,207)
 Decrease in due to officer                                                                     (16,093)                103,429
                                                                                     -------------------     -------------------
         Net Cash Provided By Financing Activities                                              283,991                 450,485
                                                                                     -------------------     -------------------


NET INCREASE IN CASH                                                                                  -                  11,530

CASH - BEGINNING OF PERIOD                                                                            -                       -
                                                                                     -------------------     -------------------

CASH - END OF PERIOD                                                                 $                -      $           11,530
                                                                                     ===================     ===================


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

Cash paid during the year for interest expense                                       $           97,687      $           82,963
                                                                                     ===================     ===================
</TABLE>

      See accompanying notes to condensed consolidated financial statements

                                       3

<PAGE>
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:

During the nine months ended September 30, 2001, the Company issued stock for
professional services valued at $93,750.

The Company acquired all the assets and liabilities of Career Direction, Inc. on
January 1, 2001, for 200,000 shares of its common stock valued at $1,200,000 and
the issuance of a $800,000 note payable.

The Company acquired all the assets and liabilities of Personnel Profiles, Inc.
on January 1, 2001, for a $500,000 convertible note payable of which $62,500 was
converted into 62,500 shared of common stock. In January 2002 this acquisition
agreement was rescinded and all assets, liabilities and common stock were
returned to their original owners (See Note 3).

The Company acquired all the assets and liabilities of L+R Moran, Inc. on
January 1, 2001, for 50,000 shares of its common stock valued at $100,000, and
$950,000 convertible note payable, of which $62,500 was converted into 62,500
shares of common stock. In January 2002, this acquisition agreement was
rescinded and all assets, liabilities and common stock were returned to their
original owners (See Note 3). The convertible notes payable in the amount of
$437,500 and $950,000 were rescinded, accounts payable and accrued expenses of
$142,485, cash of $4,059, other assets of $5,562, net property and equipment of
$6,382 and 112,500 shares of common stock valued at $22,500 was returned to
their original owners.

During the nine months ended September 30, 2001, the Company acquired 586,375
shares of treasury stock aggregating $837,930 in exchange for convertible
debentures.

During the nine months ended September 30, 2002, the Company issued 100,000
shares of common stock for the conversion of $100,000 in convertible notes
payable to Career Directions, Inc.

During the nine months ended September 30, 2002, the Company issued 416,666
shares of common stock for the conversion of $25,000 in convertible debentures.

     See accompanying notes to condensed consolidated financial statements

                                       4
<PAGE>
                 ACHIEVEMENT TEC HOLDINGS, INC. AND SUBSIDIARIES
         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2002 AND 2001

NOTE 1    BASIS OF PRESENTATION

          The accompanying unaudited consolidated financial statements have been
          prepared in accordance with accounting  principles  generally accepted
          in The United States of America and the rules and  regulations  of the
          Securities and Exchange Commission for interim financial  information.
          Accordingly,  they do not include all the information  necessary for a
          comprehensive  presentation  of  financial  position  and  results  of
          operations.

          It is  management's  opinion,  however that all  material  adjustments
          (consisting of normal recurring  adjustments) have been made which are
          necessary for a fair financial statement presentation. The results for
          the interim period are not necessarily indicative of the results to be
          expected for the year.

          It is suggested that the interim consolidated  financial statements be
          read in conjunction with the audited consolidated financial statements
          for the year ended December 31, 2001, as filed with the Securities and
          Exchange Commission on Form 10-KSB.

          In  preparing  financial  statements  in  conformity  with  accounting
          principles  generally  accepted  in  the  United  States  of  America,
          management is required to make estimates and  assumptions  that affect
          the reported  amounts of assets and  liabilities and the disclosure of
          contingent  assets  and  liabilities  at the  date  of  the  financial
          statements  and  revenues and  expenses  during the  reported  period.
          Actual results could differ from those estimates.


NOTE 2     PRINCIPLES OF CONSOLIDATION

          The accompanying  condensed  consolidated financial statements include
          the accounts of  Achievement  Tec Holdings,  Inc. and its wholly owned
          subsidiaries.  All significant inter-company transactions and balances
          have been eliminated in consolidation.

NOTE 3    ACQUISITIONS

          During  2001,   the  Company   acquired  the  capital   stock  of  two
          corporations,  Career Direction,  Inc., and Personnel Profiles,  Inc.,
          and purchased the assets of L+R Moran,  Inc. These  acquisitions  have
          been recorded as purchases.

          (A) Career Direction, Inc.

          As of January 1, 2001, the Company and the Career Directions'  Sellers
          entered into a Purchase  and Sale  Agreement  (the  "Career  Direction
          Agreement"),   whereby  the  Company   agreed  to  purchase   all  the
          outstanding   capital  stock  of  Career  Direction,   Inc.,  a  Texas
          corporation ("Career Direction") from the Career Direction Sellers.

          Pursuant to the Career  Direction  Agreement,  the Career  Directions'
          Sellers  received,  in exchange  for all the  capital  stock of Career
          Direction, 200,000 shares of common stock of the Company having a fair
          market  value of  $1,200,000  and a  convertible  note  payable in the
          amount  of  $800,000.   (See  Note  4  for  the   rescission  of  this
          transaction).

          (B) Personnel Profiles, Inc.

          As of January 1, 2001,  the Company  and the  Trustee of a  Charitable
          Remainder  Trust (the  "Personnel  Profiles  Seller"),  entered into a
          Purchase and Sale  Agreement  (the  "Personnel  Profiles  Agreement"),
          whereby the

                                       5
<PAGE>
                 ACHIEVEMENT TEC HOLDINGS, INC. AND SUBSIDIARIES
         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2002 AND 2001

          Company  agreed  to  purchase  all the  outstanding  capital  stock of
          Personnel Profiles,  Inc., a Ohio corporation  ("Personnel  Profiles")
          from the Personnel Profiles Seller.

          Pursuant to the Personnel Profiles Agreement,  the Personnel Profiles'
          Seller  received,  in exchange for all the capital  stock of Personnel
          Profiles,  a $500,000  convertible note payable at the rate of $62,500
          at the end of each  calendar  quarter  beginning  March  31,  2001 and
          continuing  thereafter until paid in full on December 31, 2002. At the
          Personnel  Profiles  Seller's  election,  any $62,500 payment could be
          converted into 62,500 shares of Company common stock.  (See Note 4 for
          the rescission of this transaction).

          (C) L+ R Moran, Inc.

          As of January 1,  2001,  the  Company,  and L+R Moran,  Inc.,  a Texas
          corporation  ("L+R Moran")  entered into a Purchase and Sale Agreement
          (the "L+R Moran  Agreement"),  whereby the Company  agreed to purchase
          the assets of L+R Moran.

          Pursuant to the L+R Moran  Agreement,  L+R Moran  received  $1,050,000
          comprised  of 50,000  shares of common  stock of the Company  having a
          value of $100,000 and a $950,000  convertible note payable in exchange
          for its assets.

          The purchase  price for the above  acquisitions  had been allocated as
          follows:
<TABLE>
<CAPTION>
                                                      Career Directions,          Personnel               L+R
                                                             Inc.              Profiles, Inc.         Moran, Inc.
                                                     --------------------    -----------------     -----------------
       <S>                                                   <C>                     <C>                   <C>
       Cash                                          $            12,649      $              -      $         9,670
       Accounts receivable                                        93,526                46,900               98,271
       Other assets                                                    -                   317                1,948
       Goodwill                                                2,007,133               501,951              960,685
       Accounts payable and other current
        liabilities                                             (113,308)              (49,168)             (20,574)
                                                     --------------------    ------------------    -----------------

       Purchase price                                $         2,000,000      $        500,000      $     1,050,000
                                                     ====================    ==================    =================
</TABLE>
       (See Note 4 for rescission of this agreement)

NOTE 4    RESCISSIONS

          As of January 1,  2001,  the  Company  completed  acquisitions  of the
          background verification, wholesale independent consultant and job fair
          businesses.  The  background  verification  business  (L+R  Moran) and
          wholesale  independent  consultant and job fair businesses  (Personnel
          Profiles) were not profitable and were returned to their former owners
          under rescission agreements as described below:

          Personnel  Profiles,  Inc. - On January 1, 2002,  the Company  entered
          into an  agreement  whereby the  Purchase  and Sale  Agreement  by and
          between the company and the Trustee of a  Charitable  Remainder  Trust
          dated January 1, 2001, and all related agreements, were rescinded. The
          Company  transferred  all the  outstanding  capital stock,  assets and
          liabilities   of  Personnel   Profiles,   Inc.  in  exchange  for  the
          termination of the Purchase and Sale Agreement and related  agreements
          and the  cancellation  of 62,500  shares of  common  stock  previously
          issued.

          As of January 1, 2002,  the Company  and the  Trustee of a  Charitable
          Remainder Trust ("Nolan") entered into a Rescission, Final Release and
          Settlement  Agreement (the "Personnel Profile Rescission  Agreement"),
          whereby the Company and  trustee  agreed to rescind the  Purchase  and
          Sale Agreement between the parties,

                                       6
<PAGE>
                 ACHIEVEMENT TEC HOLDINGS, INC. AND SUBSIDIARIES
         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2002 AND 2001

          thereby  releasing  the  Company  and  the  trustee  from  any and all
          obligations incurred by each party as a result of the Agreement.

          Pursuant to the Personnel Profile  Rescission  Agreement,  each of the
          parties  acknowledges  that the  Personnel  Profiles  Agreement  dated
          January 1, 2001 is  terminated  along with all related  agreements  or
          instruments in all respects, including but not limited to contracts of
          employment, stock options and bills of sale. Each party agrees to hold
          the other party harmless, including officers, directors, shareholders,
          agents  and  assigns,  from  any and all  liability  arising  from the
          Personnel Profiles Agreement.  Further,  the Company agrees to defend,
          indemnify and hold harmless the Trustee and its successors and assigns
          from, against and in respect of any and all loss or damage,  including
          attorneys and accounting fees, resulting from the operation of Company
          from the date of execution of the Release and Settlement Agreement.

          L+R Moran,  Inc. - On January 1, 2002,  the  Company  entered  into an
          agreement  whereby the Purchase and Sale  Agreement by and between the
          company and L+R Moran,  Inc.  dated December 14, 2000, and all related
          agreements,  was rescinded. The company transferred all the assets and
          liabilities of L+R Moran,  Inc. in exchange for the termination of the
          Purchase  and  Sale   Agreement   and  related   agreements   and  the
          cancellation of 50,000 shares of common stock previously issued.

          As of  January 1,  2002,  the  Company  and L+R Moran  entered  into a
          Rescission,   Final  Release  and  Settlement  Agreement,   (the  "L+R
          Rescission  Agreement")  whereby the  Company and L+R Moran  agreed to
          rescind the Purchase and Sale  Agreement as described in above thereby
          releasing  the  Company  and L+R  Moran  from any and all  obligations
          incurred by each party as a result of the agreement.

          Pursuant  to  the  L+R  Rescission  Agreement,  each  of  the  parties
          acknowledges that the L+R Moran Agreement is terminated along with all
          related  agreements or instruments in all respects,  including but not
          limited to contracts of  employment,  stock options and bills of sale.
          Each  party  agrees  to  hold  the  other  party  harmless,  including
          officers,  directors,  shareholders,  agents and assigns, from any and
          all  liability  arising  from the L+R Moran  Agreement.  Further,  the
          Company  agrees to defend,  indemnify  and hold harmless L+R Moran and
          its successors and assigns from, against and in respect of any and all
          loss or damage,  including  attorneys and accounting  fees,  resulting
          from the  operation  of Company  from the date of execution of the L+R
          Rescission Agreement.

          The operations of L+R Moran and Personnel Profiles are included in the
          statement of operations in the 2001 consolidated financial statements.
          The financial statements also reflect an addition to treasury stock of
          $22,500  (representing  112,500  shares)  and an  addition  to paid-in
          capital in the amount of $174,202 in 2002, which represents the return
          of the  common  stock  issued in the  acquisitions  and the  excess of
          liabilities over the assets cancelled in such rescissions.

          Information   relating  to  the  L+R  Moran  and  Personnel   Profiles
          operations as of and for the nine months ended  September 30, 2002 and
          2001 is as follows:
<TABLE>
<CAPTION>
                                                                              2002                      2001
                                                                     ------------------       -------------------
<S>                                                                  <C>                      <C>
       Revenues                                                      $               -        $          874,004
        Costs and expenses                                           $               -        $          862,327
                                                                     ------------------       -------------------
            Net Income                                               $               -        $           11,677
                                                                     ==================       ===================
       Assets
        Current assets                                               $               -        $            7,215
        Depreciable assets, net                                                      -                     8,382

                                       7
<PAGE>
                 ACHIEVEMENT TEC HOLDINGS, INC. AND SUBSIDIARIES
         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2002 AND 2001


        Goodwill                                                                     -                 3,296,280
                                                                     ------------------       -------------------
            Total Assets                                             $               -        $        3,311,877
                                                                     ==================       ===================
       Liabilities
        Current liabilities                                          $               -        $         106,864
        Convertible Notes Payable                                                    -                1,387,500
                                                                     ------------------       -------------------
            Total Liabilities                                        $               -        $       1,494,364
                                                                     ==================       ===================
</TABLE>
NOTE 5 GOODWILL AND INTANGIBLES

       Goodwill

          The changes in the carrying  amount of goodwill for the periods  ended
          September  30,  2002 and 2001 are as  follows  under the  Career  Fair
          segment:
<TABLE>
<CAPTION>
<S>                          <C>                                                                   <C>
           Balance, December 31, 2000                                                             $               -
           Acquisitions                                                                                   3,469,229
           Goodwill impairment                                                                           (1,873,324)
           Amortization                                                                                    (231,860)
                                                                                                 -------------------
           Balance, September 30, 2001                                                                    1,364,045
           Deleted upon rescission of acquisitions (See Note 4)                                          (1,364,045)
                                                                                                 -------------------
       Balance, September 30, 2002                                                                $               -
                                                                                                 ===================
</TABLE>
          Effective  January  1,  2002,  and  pursuant  to  the  Rescission  and
          Settlement  Agreements  entered into between the Company and Personnel
          Profiles,  Inc.  and L+R Moran,  the Company  eliminated  all goodwill
          associated  with the  acquisition of the above  companies (See Notes 3
          and 4).
<TABLE>
<CAPTION>
       Intangibles

          Intangibles  consisted  of  copyrights  as of  September  30,  2002 as
          follows:

<S>                                                                                                   <C>
          Balance, December 31, 2001, net                                                         $           8,521
          Amortization                                                                                       (5,737)
                                                                                                 -------------------
          Balance, September 30, 2002                                                             $           2,784
                                                                                                 ===================
</TABLE>
          Amortization  expense for the nine months ended September 30, 2002 and
          2001 was approximately $5,000 and $238,000 respectively.

NOTE 6 CONVERTIBLE NOTES PAYABLE
<TABLE>
<CAPTION>
          Convertible  notes payable as of September  30, 2002  consisted of the
          following:

<S>                                                                                                   <C>
          Career Direction, Inc.                                                                  $         350,000
          Personnel Profiles, Inc.                                                                                -
          L+R Moran, Inc.                                                                                         -
                                                                                                  ------------------
                                                                                                            350,000
          Less: current portion                                                                             300,000
                                                                                                  ------------------
          Long-term portion                                                                       $          50,000
                                                                                                  ==================
</TABLE>
                                       8
<PAGE>
                 ACHIEVEMENT TEC HOLDINGS, INC. AND SUBSIDIARIES
         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2002 AND 2001


NOTE 7    CONVERTIBLE DEBENTURES

          On June 29, 2001 and August 13, 2001, the Company entered into Secured
          Convertible  Debenture  Purchase and Exchange  Agreements by and among
          the Company and AJW Partners,  LLC and New Millennium Capital Partners
          II, LLC. Pursuant to the Purchase  Agreement,  the Purchasers  agreed,
          subject to the terms and  conditions  of the  Purchase  Agreements  to
          purchase an aggregate  principal  amount of  $1,192,949  and $250,000,
          respectively, of the Company's 10% Secured Convertible Debentures, due
          June 29, 2003 and August 13, 2003,  respectively.  The  Debentures are
          convertible  into shares of the Company's  common stock,  (the "Common
          Stock").  As  consideration  for the purchase of the  Debentures,  the
          Purchasers (i) paid $500,000; (ii) exchanged convertible debentures of
          the Company in the aggregate  principal and accrued interest amount of
          $105,019; and (iii) exchanged 586,375 shares of Common Stock.

          The holder at its option may at any time convert all or any portion of
          the outstanding balance of the debenture, including accrued but unpaid
          interest  thereon,  into shares of the  Company's  common  stock.  The
          conversion  price shall be the lower of (i) $0.85 per share,  adjusted
          for stock splits and reverse stock splits, and (ii) 60% of the average
          of the lowest three inter-day  trading prices of the Company's  common
          stock  during the twenty days  immediately  preceding  the  applicable
          conversion   date.   The  Company  has   recorded  a  financing   cost
          attributable  to the  beneficial  conversion  feature in the amount of
          $500,000.  This  amount has been  charged to  interest  expense in the
          December 31, 2001 financial statements.

          On  May  8,  2002,  the  Company  entered  into  secured   convertible
          debentures purchase agreements with AJW Partners,  LLC, New Millennium
          Capital  Partners II, LLC, Pegasus Capital  Partners,  LLC and AJW/New
          Millennium  Offshore,  Ltd., whom are all stockholders of the Company,
          whereby the Company sold $300,000 of one year 10% Secured  Convertible
          Debentures due May 8, 2003,  convertible  into shares of the Company's
          common stock. The debentures are convertible,  at the holder's option,
          into shares of common  stock in whole or in part at any time after the
          original  issue date.  The number of shares of common  stock  issuable
          upon a conversion  is to be  determined  by dividing  the  outstanding
          principal  amount of the debenture to be  converted,  plus all accrued
          interest,  by the conversion  price. The conversion price in effect on
          any conversion  date is 50% of the average of the three day lowest bid
          price  during  the  twenty  trading  days  immediately  preceding  the
          applicable conversion date.

          The convertible  debentures contained a beneficial  conversion feature
          computed at its intrinsic  value which is the  difference  between the
          conversion price and the fair value on the debenture  issuance date of
          the common stock into which the debt is convertible, multiplied by the
          number of shares into which the debt is  convertible at the commitment
          date.  Since the  beneficial  conversion  feature  is to be settled by
          issuing  equity,  the amount  attributed to the beneficial  conversion
          feature,  of  $300,000,  was  recorded  as an  interest  expense and a
          component of equity on the issuance  date during the nine months ended
          September 30, 2002.

          During the nine months ended  September 30, 2002,  the Company  issued
          416,666  shares of common stock to an affiliate of AJW  Partners,  LLC
          and New Millennium Capital Partners II, LLC in satisfaction of $25,000
          of convertible debentures.

NOTE 8    RELATED PARTY TRANSACTIONS

          As of September 30, 2002, the Company has a payable due to officers of
          $33,413.  This  amount  represents  advances  made to the  Company for
          various  expenses.  This payable bears  interest at the rate of 8% per
          annum, with interest only payable in monthly installments beginning on
          January 1, 1999  continuing  until  January 1, 2004, at which time the
          remaining unpaid principal and interest shall be due in full. Included
          in the September 30, 2002 payable, the Company owed $9,000 to a former
          officer and director for advances made to the Company. This advance is
          non-interest bearing, unsecured and has no fixed date for repayment.

                                       9
<PAGE>

                 ACHIEVEMENT TEC HOLDINGS, INC. AND SUBSIDIARIES
         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2002 AND 2001


NOTE 9    STOCK OPTION PLAN

          On January 1, 2001,  the Company  adopted  the 2001 Stock  Option Plan
          (the "2001 Option Plan"),  initially reserving an aggregate of 800,000
          shares of the  Company's  common  stock (the  "Available  Shares") for
          issuance pursuant to the exercise of stock options ("Options"),  which
          may be granted to employees, officers, directors of and consultants to
          the Company.  The Company  granted  300,000 Options as of December 31,
          2001, which expire January 1, 2006.

          The Options  were  issued  with an  exercise  price less than the fair
          value of the  stock on the date of  grant.  Accordingly,  the  Company
          recorded  $326,000 of deferred  compensation  expense  upon  issuance,
          which was to be  charged  to  expense  over the  service  period,  and
          $163,000  of  compensation  expenses  related  to  these  Options  was
          recorded in the statement of operations for 2001.

          Effective  January 2002,  the Company  terminated its 2001 Option Plan
          pursuant to its 2002  Rescission  Agreements  and cancelled all of its
          remaining outstanding stock options. Consequently, as of September 30,
          2002,  the  Company  has no stock  options  outstanding.  The  Company
          recorded the  termination of the 2001 Option Plan and  cancellation of
          all outstanding Options by reversing $326,000 of deferred compensation
          expense  against  additional  paid-in  capital  in  the  stockholders'
          deficiency section of the balance sheet.

NOTE 10   COMMITMENTS AND CONTINGENCIES

          (A) Legal Matters

          The Point Group vs.  Career  Direction,  Inc.  Case No.  01-02421-G in
          District Court,  Dallas County,  Texas.  This is a case against Career
          Direction, Inc., a Texas corporation that is a wholly owned subsidiary
          of Achievement  Tec Holdings,  Inc. The case involves  disputed claims
          over advertising  charges in various newspapers around the country for
          career fairs. The Point Group has recovered an  interlocutory  summary
          judgment  for  an  undisputed  amount  of  $81,000.00  against  Career
          Direction,  Inc.,  but the case has not proceeded to trial judgment at
          the present time.

          Joe Loyd and Karen Loyd vs. Career  Direction,  Inc., and  Achievement
          Tec,  Inc.  in the  District  Court of  Denton  County,  Texas,  395th
          Judicial District,  Case No.  2002-60052-393.  Joe Loyd and Karen Loyd
          are former  employees  and officers of Career  Direction,  Inc. At the
          present  time,  they have a suit  pending  for  declaratory  judgment,
          which,  if  entered,  would  permit them to compete in the career fair
          business,  which  was  their  former  profession.  They are  presently
          contractually bound by a covenant not to compete and a confidentiality
          agreement,   which  would  prevent  them  from  entering  a  competing
          business. It is anticipated that they will make a claim against Career
          Direction,  Inc., for money damages, but this amount is unknown at the
          present  time,   particularly   since  Career  Direction,   Inc.,  and
          Achievement  Tec, Inc., has  counterclaims  against the Loyd's,  which
          will be filed in the pending suit.

NOTE 11  FINANCIAL INFORMATION RELATING TO SEGMENTS

          The  Company's  operating  activities  can be  divided  into two major
          segments - career fairs and hiring solutions.  Segment  information as
          of and for the nine  months  ended  September  30, 2002 and 2001 is as
          follows:
<TABLE>
<CAPTION>

                                                                            2002                     2001
                                                                      ------------------      -------------------
<S>                                                                       <C>                      <C>
          Segment Revenue:
          Career fairs                                                $               -       $        1,216,221
          Hiring solutions                                                      801,156                1,480,677
                                                                      ------------------      -------------------
                                                                      $         801,156       $        2,696,898
                                                                      ==================      ===================


                                       10
<PAGE>
                 ACHIEVEMENT TEC HOLDINGS, INC. AND SUBSIDIARIES
         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2002 AND 2001
                                                                               2002                     2001
                                                                      ------------------      -------------------
          Segment Loss Before Income Taxes:
          Career fairs                                                $               -       $         (168,429)
          Hiring solutions                                                     (659,376)                (809,410)
                                                                      ------------------      -------------------
                                                                      $        (659,376)      $         (977,839)
                                                                      ==================      ===================
          Segment Assets:
          Career fairs                                                $               -       $        3,311,877
          Hiring solutions                                                      135,154                  389,165
                                                                      ------------------      -------------------
                                                                      $         135,154       $        3,701,042
                                                                      ==================      ===================
</TABLE>
NOTE 12   SUBSEQUENT EVENTS

          On June 6, 2003,  the Company  entered into an  Agreement  and Plan of
          Merger with  ClickableOil  Acquisition  Corp., a Delaware  corporation
          wholly-owned  by the  Company to  acquire  ClickableOil.com,  Inc.,  a
          Delaware  corporation  engaged in the business of selling  heating oil
          and related  services to residential  and commercial  customers in the
          New York metropolitan area,  Westchester County and Long Island. Under
          the terms of the  agreement,  Achievement  Tec acquired 100 percent of
          ClickableOil.com,  Inc.'s  stock  in  exchange  for  the  issuance  by
          Achievement Tec of approximately 43 million shares of its common stock
          to the holders of  ClickableOil.com,  Inc.  The new shares  constitute
          approximately 90 percent of the outstanding shares of Achievement Tec,
          which   intends   to  change  its  name  to   ClickableOil.com,   Inc.
          ClickableOil.com,  Inc.'s  founders have been  appointed the Company's
          President,  Chief Operating Officer and Secretary,  respectively,  and
          all have been duly appointed directors.  The Company's chief executive
          officer prior to the merger has remained under a six-month  employment
          agreement.  Other  individuals  have  resigned  as  directors  of  the
          Company, effective June 6, 2003.

          Coincident with the ClickableOil Merger transaction,  the Company sold
          $800,000 of 10% one-year  secured  convertible  debentures due June 6,
          2004 to AJW  Partners,  LLC and its related  funds  (collectively  the
          "Bondholders").   In  addition,   the  Company  entered  into  a  debt
          modification and extension  agreement with the Bondholders wherein the
          Bondholders  agreed to (i) extend the maturity of all of the Company's
          existing  convertible  debentures  to June 6,  2004,  (ii)  waive  all
          penalties  accrued pursuant to the June 2001, August 2001 and May 2002
          debentures,  (iii)  release their  security  interest in the Company's
          assets with the Company  granting the Bondholders a security  interest
          in all of the  assets  of  ClickableOil.com,  Inc.,  (iv)  modify  the
          optional  prepayment  provisions of the debentures and (v) conform the
          conversion  price on all of the debentures to equal the 50% conversion
          price of the June 2003 debenture.

          Immediately  after the ClickableOil  Merger  transaction,  the Company
          executed a Purchase and Sale  Agreement by and between the Company and
          former   directors   and  other   former   officers   of  the  Company
          (collectively  the  "Buyers")  providing  for the  sale of 100% of the
          stock in Achievement  Tec, Inc and Career  Direction,  Inc in exchange
          for the delivery of  6,428,073  shares of the  Company's  common stock
          collectively  owned by the Buyers.  The Company  subsequently  retired
          these shares. In connection with the sale, the Company transferred all
          of  its  assets  and  was  relieved  of  approximately  $1,300,000  of
          liabilities.

NOTE 13   GOING CONCERN

          The Company's  consolidated  financial  statements for the nine months
          ended  September 30, 2002 have been prepared on a going concern basis,
          which  contemplates  the  realization  of assets and the settlement of
          liabilities  and  commitments  in the normal  course of  business.  As
          reflected in the accompanying  consolidated financial statements,  the
          Company  had a net loss of  $659,376  and a  negative  cash  flow from
          operations  of $435,693 for the nine months ended  September  30, 2002
          and a working  capital  deficiency  of  $1,349,562  and  stockholders'
          deficiency of $3,075,555 as of September 30, 2002. These factors raise
          substantial  doubt about its  ability to continue as a going  concern.
          The ability of the Company to continue as a going concern is dependent
          on the Company's ability to raise additional capital and implement its
          business plan.

                                       11
<PAGE>
                 ACHIEVEMENT TEC HOLDINGS, INC. AND SUBSIDIARIES
         NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                        AS OF SEPTEMBER 30, 2002 AND 2001




          Management anticipates that the issuance of securities will generate
          sufficient resources for the continuation of the Company's operations.
          The consolidated financial statements do not include any adjustments
          that might result from the outcome of this uncertainty.

                                       12
<PAGE>

          ITEM 2.  MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL  CONDITION
          AND RESULTS OF OPERATIONS

          The  following  is  management's  discussion  and  analysis of certain
          significant  factors that will have affected our  financial  condition
          and results of operations.  Certain  statements under this section may
          constitute  "forward-looking  statements".  The  following  discussion
          should be read in  conjunction  with the  December  31,  2002  audited
          financial  statements and notes thereto included in the Company's Form
          10-KSB.

          Financial Condition

          We had net losses of  $659,376  and  $977,839  during the nine  months
          ended September 30, 2002 and 2001,  respectively.  As of September 30,
          2002, we had a cash  overdraft of $24,115 and current  liabilities  of
          $1,409,347. We do not have sufficient cash or other assets to meet our
          current liabilities.  In order to meet those obligations, we will need
          to raise  cash from the sale of  securities  or from  borrowings.  Our
          independent  auditors  have added an  explanatory  paragraph  to their
          audit  opinions  issued in  connection  with the  years  2002 and 2001
          financial  statements,  which states that our ability to continue as a
          going concern depends upon our ability to resolve liquidity  problems,
          principally  by obtaining  capital,  commencing  sales and  generating
          sufficient  revenues  to  become  profitable.  Our  ability  to obtain
          additional  funding will  determine our ability to continue as a going
          concern.  Our financial statements do not include any adjustments that
          might result from the outcome of this uncertainty.

          Comparison  Of The Three Months Ended  September 30, 2002 To The Three
          Months Ended September 30, 2001

          Overall Results Of Operations

          For the three months ended September 30, 2002, the Company incurred an
          overall net loss of ($58,430)  or ($.01) per share,  as compared to an
          overall  net  loss  of  ($319,433)  or  ($.03)  per  share,   for  the
          comparative  three months ended  September  30, 2001.  The overall net
          loss for the three months ended  September  30, 2002 was 82% less than
          the net loss for the three months ended September 30, 2001.

          Revenue

          Total  revenue  for the three  months  ended  September  30,  2002 was
          $261,782 compared to $817,706 for the three months ended September 30,
          2001. The total decrease of $555,924 can be attributed  principally to
          the sale, as of January 1, 2002,  of Personnel  Profiles and L+R Moran
          as well as to the  continued  economic  sluggishness  which lead to 6%
          decrease in revenue from our employee testing and applicant  selection
          services.

          Operating Expenses

          Total selling,  general and administrative expenses decreased $866,477
          or 78% from the  comparative  three month period ended  September  30,
          2001 due to the sale of Personnel Profiles and L+R Moran as of January
          1, 2002,  and to the Company's  curtailment  of its  operations  which
          included  cost  reduction  efforts  taken with respect to the employee
          testing and applicant selection services.

          Other Income (Expense)

          Interest expense increased to $76,376 from $26,826, or $49,550 for the
          three  months  ended  September  30, 2002 vs. the three  months  ended
          September 30, 2001, due  principally to a greater amount of total debt
          outstanding in the current period compared to the earlier period.

          Comparison  Of The Nine Months  Ended  September  30, 2002 To The Nine
          Months Ended September 30, 2001

          Overall Results Of Operations

          For the nine months ended September 30, 2002, the Company  incurred an
          overall net loss of ($659,376) or ($.06) per share,  as compared to an
          overall  net  loss  of  ($977,839)  or  ($.08)  per  share,   for  the
          comparative nine months ended September 30, 2001. The overall net loss
          for the nine months ended September 30, 2002 was 33% less than the net
          loss for the nine months ended September 30, 2001.

                                       13
<PAGE>
          Revenue

          Total  revenue  for the  nine  months  ended  September  30,  2002 was
          $801,156  compared to $2,696,898  for the nine months ended  September
          30,  2001.   The  total  decrease  of  $1,895,742  can  be  attributed
          principally to the sale, as of January 1, 2002, of Personnel  Profiles
          and  L+R  Moran,  as  well  as to the  effects  of the  economy  which
          continued to slow,  thereby  leading to a 10% decrease in revenue from
          our employee testing and applicant selection services. During the nine
          months  ended  September  30, 2002,  the trend of dramatic  downsizing
          continued as companies laid off additional  workers in record numbers.
          In such a labor market,  companies are less willing to allocate  funds
          to employment solutions

          Operating Expenses

          Operating  expenses for the nine months ended September 30, 2002, were
          $986,469  and  represent a  $2,605,452  or 73%  decrease in  operating
          expenses of $3,591,921 for the comparative  period ended September 30,
          2001.  Included in operating expenses for both periods are $18,273 and
          $198,745  respectively,  of non-cash  charges for  depreciation of our
          office property and equipment and amortization of goodwill  associated
          with the  acquisition  of Personnel  Profiles and L+R Moran in January
          2001 for the nine months ended September 30, 2001. Because we disposed
          of  Personnel  Profiles  and L+R Moran on  January  1,  2002,  no such
          amortization charge was incurred for the comparative nine-month period
          ended September 30, 2002.

          Total selling, general and administrative expenses for the nine months
          ended  September 30, 2002 and September 30, 2001 decreased to $968,196
          from $3,393,176,  respectively,  or $2,424,980, which represents a 71%
          decline  from 2001 to 2002.  The  decrease in the current  year can be
          attributed principally to the sale of Personnel Profiles and L+R Moran
          and to a lesser extent to cost reduction efforts taken with respect to
          the employee testing and applicant selection services.

          Depreciation  and  amortization  expense  for the  nine  months  ended
          September  30, 2002  compared to the nine months ended  September  30,
          2001  decreased by $180,472 due to the sale of Personnel  Profiles and
          L+R Moran on January 1, 2002.

          Other Income (Expense)

          Interest expense incurred for the nine months ended September 30, 2002
          was $474,063 and was principally  attributable to a charge of $300,000
          relating to intrinsic interest of the beneficial conversion feature of
          convertible  debentures  issued  in May  2002 as well as  interest  on
          outstanding  convertible debentures as of September 30, 2002. Interest
          for the comparative period ended September 30, 2001 was $82,963.


          Significant Accounting Policies

          Financial Reporting Release No. 60, which was recently released by the
          Securities and Exchange Commission,  requires all companies to include
          a discussion  of critical  accounting  policies or methods used in the
          preparation  of  financial  statements.  Note  1 of the  Notes  to the
          Financial Statements includes a summary of the significant  accounting
          policies  and  methods  used  in  the  preparation  of  our  Financial
          Statements.   The  following  is  a  brief   discussion  of  the  more
          significant  accounting  policies and methods used by us. In addition,
          Financial  Reporting  Release  No.  61 was  recently  released  by the
          Securities and Exchange Commission to require all companies to include
          a discussion to address,  among other things,  liquidity,  off-balance
          sheet arrangement, contractual obligations and commercial commitments.

          Long-Lived Assets

          The Company reviews long-lived assets and certain  identifiable assets
          related to those  assets for  impairment  whenever  circumstances  and
          situations  change such that there is an indication  that the carrying
          amounts may not be recoverable.

          Excess of Cost Over Net Assets Acquired

          In  accordance  with SFAS No. 141, the Company  allocates the purchase
          price of its  acquisitions  to the tangible  assets,  liabilities  and
          intangible  assets acquired based on their estimated fair values.  The
          excess purchase price over

                                       14
<PAGE>
          those  fair  values is  recorded  as  "Excess  of Cost Over Net Assets
          Aquired."  The fair value  assigned to intangible  assets  acquired is
          based on  valuations  using  estimates  and  assumptions  provided  by
          management.  In accordance  with SFAS No. 142,  goodwill and purchased
          intangibles with indefinite lives acquired after June 30, 2001 are not
          amortized but will be reviewed periodically for impairment.  Purchased
          intangibles  with finite lives will be  amortized  on a  straight-line
          basis over their respective useful lives.

          Revenue Recognition

          Revenue from website  software  sales is recognized  upon usage of the
          website  software by the  customer.  The company  sells  access to the
          website  as is and does not  offer  any post  sale  customer  support.
          Revenue  from job  fairs,  drug  testing  and  background  checks  are
          recognized as earned based upon the accrual method of accounting.

          Offering Costs

          Offering costs consist primarily of professional fees. These costs are
          charged  against  the  proceeds  of the  sale of  common  stock in the
          periods in which they occur.

          Debt Issuance Costs

          Debt  issue  costs  represent  various  commissions,  legal  and other
          expenses associated with the issuance of the secured debentures. These
          cost are being amortized on a straight-line basis over the term of the
          debenture.

          Stock-Based Compensation

          SFAS No. 123, "Accounting for Stock-Based  Compensation",  encourages,
          but  does  not  require  companies  to  record  compensation  cost for
          stock-based employee compensation plans at fair value. The Company has
          chosen to account for  stock-based  compensation  using the  intrinsic
          value method prescribed in Accounting Principles Board Opinion No. 25,
          "Accounting   for   Stock   Issued   to   Employees",    and   related
          Interpretations.  Accordingly,  compensation cost for stock options is
          measured as the  excess,  if any,  of the quoted  market  price of the
          Company's  stock at the date of the grant over the amount an  employee
          must pay to acquire the stock.

          New Accounting Pronouncements

          In April 2002, the FASB issued SFAS 145, Rescission of FASB Statements
          No. 4, 44, and 64,  Amendment of FASB  Statement No. 13, and Technical
          Corrections.  SFAS  145  rescinds  the  provisions  of SFAS No. 4 that
          requires  companies  to  classify  certain  gains and losses from debt
          extinguishments as extraordinary  items,  eliminates the provisions of
          SFAS No. 44 regarding  transition to the Motor Carrier Act of 1980 and
          amends the  provisions  of SFAS No. 13 to require that  certain  lease
          modifications   be  treated  as  sale  leaseback   transactions.   The
          provisions   of  SFAS   145   related   to   classification   of  debt
          extinguishments are effective for fiscal years beginning after May 15,
          2002. Earlier application is encouraged. In July 2002, the FASB issued
          SFAS No. 146,  "Accounting for Restructuring  Costs." SFAS 146 applies
          to costs associated with an exit activity (including restructuring) or
          with a disposal of long-lived  assets.  Those  activities  can include
          eliminating  or reducing  product  lines,  terminating  employees  and
          contracts and  relocating  plant  facilities or personnel.  Under SFAS
          146, the Company will record a liability for a cost associated with an
          exit or disposal  activity when that  liability is incurred and can be
          measured at fair value.  SFAS 146 will require the Company to disclose
          information about its exit and disposal activities, the related costs,
          and  changes  in those  costs in the notes to the  interim  and annual
          financial statements that include the period in which an exit activity
          is  initiated  and in any  subsequent  period  until the  activity  is
          completed.  SFAS 146 is effective  prospectively  for exit or disposal
          activities  initiated after December 31, 2002,  with earlier  adoption
          encouraged.  Under SFAS 146, a company  cannot  restate its previously
          issued  financial  statements and the new statement  grandfathers  the
          accounting  for  liabilities  that a company had  previously  recorded
          under Emerging Issues Task Force Issue 94-3.

          In December  2002,  the Financial  Accounting  Standards  Board issued
          Statement No. 148, "Accounting for Stock-Based Compensation-Transition
          and  Disclosure  - an  amendment  of FASB  Statement  No. 123," ("SFAS
          148").  SFAS 148 amends FASB Statement No. 123,  "Accounting for Stock
          Based Compensation"  ("SFAS 123") and provides alternative methods for
          accounting  for a change by  registrants  to the fair value  method of
          accounting for stock-based compensation. Additionally, SFAS 148 amends
          the disclosure  requirements of SFAS 123 to require  disclosure in the
          significant  accounting  policy  footnote  of both  annual and interim
          financial   statements   of  the  method  of   accounting   for  stock
          based-compensation  and the  related  pro forma  disclosures  when the
          intrinsic value

                                       15
<PAGE>
          method  continues to be used.  The  statement is effective  for fiscal
          years beginning after December 15, 2002, and disclosures are effective
          for the first fiscal quarter beginning after December 15, 2002.

          The Company does not believe the adoption of these standards will have
          a material impact to the financial statements.

          LIQUIDITY AND CAPITAL RESOURCES

          Overview

          As of September  30, 2002, we had a cash  overdraft of $24,115.  We do
          not have  any  available  lines of  credit.  Since  inception  we have
          financed our operations  through loans and from private  placements of
          both debt and equity.

          The report of the  independent  certified  public  accountants  on our
          financial  statements as of December 31, 2001 contains an  explanatory
          paragraph  regarding  an  uncertainty  with  respect to our ability to
          continue as a going concern. We have not generated sufficient revenues
          to  cover  our  expenses,  and  we  have  an  accumulated  deficit  of
          $3,075,555.  However,  we believe  that by  concentrating  on our core
          business of applicant and employee  testing under our revised business
          model, as well as by seeking acquisitions of profitable businesses, we
          will  generate  sufficient  revenues and  liquidity for the Company to
          operate for the next 12 months. Further, as described in Footnote 8 in
          the accompanying  financial  statements,  the due date for convertible
          debentures in the amount of  $1,717,949  was extended from May 8, 2003
          and June 19, 2003 to June 6, 2004.  However,  at September 30, 2002 we
          had $1,409,347 of current liabilities,  and there can be no assurances
          that the Company will be successful in developing  its business  model
          and achieving a profitable level of operations  sufficient to meet its
          cash needs.

          We  anticipate  that over the next 12  months we will need  additional
          financing for the repayment of  outstanding  obligations in the amount
          of $1,409,347.  These obligations include outstanding notes payable in
          the amount of $458,626,  convertible  notes in the amount of $300,000,
          as well as a bank overdraft,  accounts payable and accrued expenses in
          the amount of  $650,721.  As of September  30, 2002,  we had a working
          capital deficiency of $1,349,562.

          The Company  has total  liabilities  and  contractual  obligations  of
          $3,210,709 as of September 30, 2002.  These  contractual  obligations,
          along with the dates on which such  payments  are due,  are  described
          below:
<TABLE>
<CAPTION>
                                                                Payments Due by Period
Contractual Obligations                 Total          1 Year or Less      2-3 Years      4-5 Years       After 5 Years
                                      -------------    -------------   -------------     -------------    -------------
<S>                                   <C>              <C>             <C>               <C>              <C>
Note Payable                          $    458,626     $    458,626    $          -      $          -     $          -
Convertible Notes                          350,000          300,000          50,000                 -                -
Convertible Debentures                   1,717,949                -       1,717,949                 -                -
Bank Overdraft, Accounts Payable
  and Accrued Expenses                     650,721          650,721               -                 -                -
Due to Officers                             33,413                -          33,413                 -                -
                                      =============    =============   =============     =============    =============
Total Contractual Obligations         $  3,210,709     $  1,409,347    $  1,801,362      $          -     $          -
                                      =============    =============   =============     =============    =============
</TABLE>
          The  inability  to obtain  additional  funding  will  have a  material
          adverse  effect on our business and our ability to continue as a going
          concern.  As a consequence,  we may be forced to seek protection under
          the  bankruptcy  laws. In that event,  it is unclear  whether we could
          successfully  reorganize  our capital  structure  and  operations,  or
          whether we could  realize  sufficient  value for our assets to satisfy
          our  creditors in full.  Accordingly,  should we be forced to file for
          bankruptcy  protection,  there is no assurance  that our  stockholders
          would receive any value.

          Below is a  discussion  of our  sources and uses of funds for the nine
          months ended September 30, 2002.

          Net Cash Used In Operating Activities

          Net cash used in  operating  activities  was $435,693 and $430,395 for
          the nine months ended September 30, 2002 and 2002,  respectively.  The
          use of cash by operating activities in 2002 was principally the result
          of a net loss of  $659,376,  offset by non-cash  expenses of $317,690.
          The use of cash by operating  activities in 2001 was  principally  the
          result of a net loss of  $977,839,  offset  by  non-cash  expenses  of
          $199,305 and cash provided by working capital changes of $348,139.

                                       16
<PAGE>

          Net Cash Provided By (Used In) Investing Activities

          Cash of $151,702  during the nine months ended  September 30, 2002 was
          provided in connection with the disposition of the stock and assets of
          Personnel  Profiles and L+R Moran,  respectively.  For the nine months
          ended  September  30,  2001,  cash of  $8,560  was  used  to  purchase
          equipment.

          Net Cash Provided By Financing Activities

          Net cash  provided by financing  activities  for the nine months ended
          September  30, 2002 was  $283,991 and was due  principally  to the net
          proceeds   received  from  the  sale  of  additional  10%  convertible
          debentures  in  May  2002  in  the  amount  of  $300,000,   less  debt
          repayments.  Net cash  provided by financing  activities  for the nine
          months ended  September 30, 2001 was $450,485 and was due  principally
          to the issuance of convertible debentures.

          Price Range of Common Stock

          Our  common  stock  is  traded  in  the  over-the-counter  market  and
          quotations are published on the OTC Bulletin Board ("Bulletin  Board")
          Pink Sheets under the symbol  "ACHT.PK".  As of July 31,  2003,  there
          were  approximately 288 shareholders of record based on transfer agent
          reports,  which figure does not take into account  those  shareholders
          whose certificates are held in the name of broker-dealers. The closing
          price of the Common  Stock on the Pink  Sheets on August 31,  2003 was
          $.15.  As of August 31, 2003,  48,391,966  shares of Common Stock were
          issued and outstanding.

          The common stock  commenced  trading on the Bulletin Board on November
          29, 2000. Set forth below are the high and low sales prices for shares
          of the Common Stock for the last two years:

                          Period                              High       Low
                          ------                              ----       ----
                          2001
                          First Quarter                       $4.000     $2.200
                          Second Quarter                      $3.500     $2.000
                          Third Quarter                       $1.600     $0.300
                          Fourth Quarter                      $0.500     $0.200

                          2002
                          First Quarter                       $0.200     $0.200
                          Second Quarter                      $0.400     $0.080
                          Third Quarter                       $0.250     $0.010
                          Fourth Quarter                      $0.030     $0.001



          The above  quotations  reflect  inter-dealer  prices,  without  retail
          mark-up,   mark-down  or  commission  and  may  not  represent  actual
          transactions.

          The ability of an  individual  shareholder  to trade their shares in a
          particular  state may be subject to various rules and  regulations  of
          that state. A number of states require that an issuer's  securities be
          registered in their state or appropriately  exempted from registration
          before the securities are permitted to trade in that state. Presently,
          the Company has no plans to register its  securities in any particular
          state.  Further,  most likely the Company's  shares will be subject to
          the  provisions  of  Section  15(g) and Rule  15g-9 of the  Securities
          Exchange  Act of 1934,  as  amended  (the  "Exchange  Act"),  commonly
          referred  to as the  "penny  stock"  rule.  Section  15(g)  sets forth
          certain  requirements  for  transactions  in  penny  stocks  and  Rule
          15g-9(d)(1) incorporates the definition of penny stock as that used in
          Rule 3a51-1 of the Exchange Act.

          SUBSEQUENT EVENTS

          On June 6, 2003,  the Company  entered into an  Agreement  and Plan of
          Merger with  ClickableOil  Acquisition  Corp., a Delaware  corporation
          wholly-owned by the Company ("Subsidiary"),  ClickableOil.com, Inc., a
          Delaware  corporation  engaged in the business of selling  heating oil
          and related  services to residential  and commercial  customers in the
          New York  metropolitan  area,  Westchester  County  and  Long  Island,
          Michael J. Connor,  The James

                                       17
<PAGE>
          Group, and DGN Holdings, LLC. Under the terms of the agreement,
          Achievement TEC acquired 100 percent of ClickableOil.com, Inc.'s stock
          in exchange for the issuance by Achievement TEC of approximately 43
          million shares of its common stock to the holders of ClickableOil. The
          new shares constitute approximately 90 percent of the outstanding
          shares of Achievement TEC, which intends to change its name to
          ClickableOil.com, Inc. ClickableOil.com, Inc.'s founders, Messrs.
          Nicholas Cirillo, Jr., Guy Pipolo and David Rodgers, have been
          appointed the Company's President, Chief Operating Officer and
          Secretary, respectively, and all have been duly appointed directors.
          Mr. Milton Cotter will continue to serve as the Company's Chief
          Executive Officer under a six-month employment agreement. Messrs.
          Cotter and Richard Berman have resigned as directors of the Company,
          effective June 6, 2003.

          Pursuant to the Agreement,  the Company relocated its corporate office
          from Grand Prairie, Texas to Mount Vernon, New York.

          Coincident with the  ClickableOil.com,  Inc. Merger  transaction,  the
          Company sold $800,000 of 10% one-year secured  convertible  debentures
          due  June  6,  2004  to  AJW  Partners,  LLC  and  its  related  funds
          (collectively  the  "Bondholders").  In addition,  the Company entered
          into a debt modification and extension  agreement with the Bondholders
          wherein the  Bondholders  agreed to (i) extend the  maturity of all of
          the Company's  existing  convertible  debentures to June 6, 2004, (ii)
          waive all penalties accrued pursuant to the June 2001, August 2001 and
          May 2002  debentures,  (iii)  release their  security  interest in the
          Company's  assets with the Company granting the Bondholders a security
          interest in all of the assets of  ClickableOil.com,  Inc., (iv) modify
          the optional  prepayment  provisions of the debentures and (v) conform
          the  conversion  price  on all of the  debentures  to  equal  the  50%
          conversion price of the June 2003 debenture.

          Immediately after the ClickableOil.com,  Inc. Merger transaction,  the
          Company  executed a Purchase  and Sale  Agreement  by and  between the
          Company  and Milton  Cotter,  Eric  Cotter,  Richard  Berman and other
          former officers of the Company  (collectively the "Buyers")  providing
          for the sale of 100% of the stock in  Achievement  TEC, Inc and Career
          Direction, Inc in exchange for the delivery of 6,428,073 shares of the
          Company's common stock  collectively  owned by the Buyers. The Company
          subsequently retired these shares.

          On June 30, 2003 and June 6, 2003,  the Company  issued  5,000,000 and
          38,000,000  shares  respectively  of  restricted  common shares to the
          former shareholders of ClickableOil.com, Inc. pursuant to the terms of
          the   June   6,   2003   Agreement   and   Plan  of   Merger   between
          ClickableOil.com,  Inc. and ClickableOil  Acquisition  Corp., a wholly
          owned subsidiary of the Company. Pursuant to the Agreement and Plan of
          Merger,  Michael  J Connor  and The  James  Group,  Inc each  received
          2,150,000  shares of  restricted  common stock and DGN  Holdings,  LLC
          received 38,700,000 shares of restricted common stock.

          On June 6, 2003 and  pursuant to a Purchase  Agreement of even date by
          and  between  the  Company and Milton  Cotter,  Eric  Cotter,  Richard
          Berman, David Fenner, William Stewart and Cathy Knight (the "Buyers"),
          the Buyers delivered  6,428,073  shares of restricted  common stock to
          the Company that were cancelled.

          ITEM 3. CONTROLS AND PROCEDURES

          An  evaluation  was  performed  under  the  supervision  and  with the
          participation  of  our  management,   including  the  chief  executive
          officer,  or  CEO,  and  chief  financial  officer,  or  CFO,  of  the
          effectiveness   of  the  design  and   operation  of  our   disclosure
          procedures.  Based on that evaluation,  our management,  including the
          CEO and CFO,  concluded  that our  disclosure  controls and procedures
          were  effective  as  of  September  30,  2002.   There  have  been  no
          significant  changes in our internal control over financial  reporting
          in the third  quarter of 2002 that have  materially  affected,  or are
          reasonably  likely to  materially  affect,  our internal  control over
          financial reporting.

                                       18
<PAGE>
                                     PART II
                                OTHER INFORMATION

          The statements in this  quarterly  report,  Form 10-QSB,  that are not
          historical    constitute    "forward-looking     statements".     Such
          forward-looking  statements  involve risks and uncertainties  that may
          cause the actual  results,  performance or achievements of the Company
          and its subsidiary to be materially different from any future results,
          performances   or   achievements,   express   or   implied   by   such
          forward-looking  statements.   These  forward-looking  statements  are
          identified  by their  use of such  terms  and  phrases  as  "expects",
          "intends", "goals", "estimates",  "projects",  "plans", "anticipates",
          "should", "future", "believes", and "scheduled".

          ITEM 1. LEGAL PROCEEDINGS

          The following provides a summary of material  litigation that involves
          Achievement Tec Holdings, Inc., or any subsidiary:

          The Point Group vs.  Career  Direction,  Inc.  Case No.  01-02421-G in
          District Court,  Dallas County,  Texas.  This is a case against Career
          Direction,   Inc.,  a  Texas   corporation  which  is  a  wholly-owned
          subsidiary  of  Achievement  Tec  Holdings,  Inc.  The  case  involves
          disputed claims over advertising  charges in various newspapers around
          the  country  for  career  fairs.  The Point  Group has  recovered  an
          interlocutory  summary  judgment for  undisputed  amount of $81,000.00
          against  Career  Direction,  Inc.,  but the case has not  proceeded to
          trial judgment at the present time.

          Joe Loyd and Karen Loyd vs. Career  Direction,  Inc., and  Achievement
          Tec,  Inc.  in the  District  Court of  Denton  County,  Texas,  395th
          Judicial District,  Case No.  2002-60052-393.  Joe Loyd and Karen Loyd
          are former  employees  and officers of Career  Direction,  Inc. At the
          present time, they have a suit pending for declaratory judgment which,
          if entered,  would permit them to compete in the career fair  business
          which was their former  profession.  They are presently  contractually
          bound by a covenant  not to compete  and a  confidentiality  agreement
          which would  prevent them from  entering a competing  business.  It is
          anticipated that they make a claim against Career Direction, Inc., for
          money  damages,  but this  amount  is  unknown  at the  present  time,
          particularly since Career Direction,  Inc., and Achievement Tec, Inc.,
          have  counterclaims  against  the  Loyd's  which  will be filed in the
          pending suit.

          On June 6, 2003, the Company executed a Purchase and Sale Agreement by
          and between the Company and Milton Cotter, Eric Cotter, Richard Berman
          and other former officers of the Company  (collectively  the "Buyers")
          providing  for the sale of 100% of the stock in  Achievement  TEC, Inc
          and  Career  Direction,  Inc.,  the  above-referenced  defendants.  In
          addition,  the Buyers  have  agreed to  indemnify  the Company for any
          liabilities  that  may  arise  from  the  above-referenced  litigation
          matters.


          ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

          All  issuances  of common  stock have been valued based on the closing
          price  of the  stock  as of the  date  that  the  Company's  Board  of
          Directors approve the grant of share.

          On May 29,  2002,  the Company  issued  416,666  shares of  restricted
          common  stock  at a price  of $.06  per  share  to  Pension  Financial
          Services,  an  affiliate  of  the  convertible  debenture  holders  in
          satisfaction of $25,000 of convertible debt.

          On  May  8,  2002,  the  Company  entered  into  secured   convertible
          debentures purchase agreements with AJW Partners,  LLC, New Millennium
          Capital  Partners II, LLC, Pegasus Capital  Partners,  LLC and AJW/New
          Millennium  Offshore,  Ltd., whom are all stockholders of the Company,
          whereby the Company sold $300,000 of one year 10% Secured  Convertible
          Debentures due May 8, 2003,  convertible  into shares of the Company's
          common stock. The debentures are convertible,  at the holder's option,
          into shares of common  stock in whole or in part at any time after the
          original  issue date.  The number of shares of common  stock  issuable
          upon a conversion  is to be  determined  by dividing  the  outstanding
          principal  amount of the debenture to be  converted,  plus all accrued
          interest,  by the conversion  price. The conversion price in effect on
          any conversion  date is 50% of the average of the lowest three day bid
          price  during  the  twenty  trading  days  immediately  preceding  the
          applicable conversion date.

          On April 11, 2002, the Company  cancelled  50,000 and 62,500 shares of
          restricted  common stock  representing  the stock  certificates of L+R
          Moran, Inc and Paul Nolan pursuant to the terms of the January 1, 2002
          Rescission, Final
                                       19
<PAGE>

          Release and Settlement Agreements, respectively.

          On March 13, 2002,  the Company  issued  50,000  shares of  restricted
          common  stock to Joe and Karen  Loyd in  satisfaction  of  $50,000  of
          convertible notes.

          On January 8, 2002,  the Company  issued  50,000  shares of restricted
          common  stock to Joe and Karen  Loyd in  satisfaction  of  $50,000  of
          convertible notes.

          With respect to the sale of unregistered  securities referenced above,
          all  transactions  were exempt from  registration  pursuant to Section
          4(2) of the Securities Act of 1933 (the "1933 Act"),  and Regulation D
          promulgated  under the 1933 Act. In each  instance,  the purchaser had
          access to sufficient  information  regarding  Achievement Tec so as to
          make an informed investment decision.  More specifically,  Achievement
          Tec had a  reasonable  basis to  believe  that each  purchaser  was an
          "accredited  investor" as defined in  Regulation D of the 1933 Act and
          otherwise  had the requisite  sophistication  to make an investment in
          Achievement Tec securities.

          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 AND REPORTS ON FORM 8-K

          (a) Exhibits:
<TABLE>
<CAPTION>

<S>                            <C>                                                   <C>
          31.1    Certification by Chief Executive Officer and Chief Financial
                  Officer pursuant to Sarbanes-Oxley Section 302:                Provided Herewith.

          32.1    Certification by Chief Executive Officer and Chief Financial
                  Officer pursuant to 18 U.S. C. Section 1350:                   Provided Herewith.
</TABLE>
                                       20
<PAGE>
                                   SIGNATURES

          In accordance with Section 13 or 15(d) of the Exchange Act, the
          registrant caused this report to be signed on its behalf by the
          undersigned, thereunto duly authorized. ACHIEVEMENT TEC HOLDINGS, INC.



                By: /s/Milton S. Cotter
                   --------------------
                   Name:  Milton S. Cotter
                   Title: Chief Executive Officer and Chief Financial Officer
                   Date:  September 11, 2003

                                       21
<PAGE>