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


                       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 Period Ended
December 31, 2001                                    Commission File No. 0-18399


                         FOUNTAIN PHARMACEUTICALS, INC.
                         ------------------------------
             (Exact name of Registrant as specified in its Charter)

        Delaware                                            62-1386759
        --------                                            ----------
(State or jurisdiction of                      (IRS Employer Identification No.)
incorporation or organization)

505 South Westland Avenue, Suite D, Tampa, Florida             33606
--------------------------------------------------             -----
(Address of Principal Executive Office)                      (Zip Code)

Registrant's telephone number, including area code:    (813) 248-0089

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


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for a 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 [ ]

The number of shares outstanding of the Registrant's Class A Common Stock, $.001
par value, as of February 5, 2002 was 5,875,796.

The number of shares outstanding of the Registrant's Class B Common Stock, $.001
par value, as of February 5, 2002 was 104,505.

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

<PAGE>

                         PART I - FINANCIAL INFORMATION



Item 1:    Financial Statements


Balance Sheet as of December 31, 2001                               3

Statement of Operations for the three months
ended December 31, 2001 and December 31, 2000                       4

Statement of Changes in Stockholders' Equity
for the period ended December 31, 2001                              5

Statement of Cash Flows for the three months ended
December 31, 2001 and December 31, 2000                             6

Notes to the financial statements                                   7-8


                                       2
<PAGE>
<TABLE>
<CAPTION>
                          FOUNTAIN PHARMACEUTICALS, INC
                             Condensed BALANCE SHEET
                               December 31, 2001


                                     ASSETS
<S>                                                                           <C>

Current assets
     Cash                                                                             180,000
                                                                              ----------------

        Total current assets                                                          180,000
                                                                              ----------------

                                                                                      180,000
                                                                              ================


                       LIABILITIES & STOCKHOLDERS' EQUITY

Current liabilities
     Accounts payable and accrued expenses                                            172,921

        Total current liabilities                                                     172,921
                                                                              ----------------

        Total liabilities                                                             172,921
                                                                              ----------------

Stockholders' equity
     Series A preferred stock, par value $.001, 2,000,000 shares authorized
       issued and outstanding (liquidation preference $2,498,000 in excess of
       par                                                                              2,000
     Common stock, par value $.001, 50,000,000 shares authorized, 5,875,796
       shares issued and outstanding                                                    5,876
     Class B common stock, par value $.001, 50,000,000 shares authorized.
       104,505 shares issued and outstanding                                              105
     Additional paid-in capital                                                    17,270,506
     Accumulated deficit                                                          (17,271,408)
                                                                              ----------------

        Total stockholders' equity                                                      7,079
                                                                              ----------------

                                                                                      180,000
                                                                              ================
                   See notes to condensed financial statements
</TABLE>
                                       3
<PAGE>
<TABLE>
<CAPTION>
                          FOUNTAIN PHARMACEUTICALS, INC
                       Condensed Statements of Operations
               For the Three Months Ended December 31, 2001 & 2000

                                                                                 12/31/01                 12/31/00
                                                                                 --------                 --------
<S>                                                                          <C>                       <C>
Revenue                                                                                     0                 192,011

Cost of sales                                                                               0                  30,719
                                                                              ----------------         ---------------

Gross profit                                                                                0                 161,292

Operating expenses
     Research & development                                                                                    67,250
     General & administrative expenses                                                 14,079                  91,786
     Selling expenses                                                                                         159,405
     Depreciation & amortization                                                                               14,413
                                                                              ----------------         ---------------
        Total expenses                                                                 14,079                 332,854

Loss from operations                                                                  (14,079)               (171,562)

Other income (expenses)
     Interest income                                                                                              313
     Interest expense                                                                 (24,905)                (83,043)
     Gain on sale of furniture and equipment                                                                      250
     Other income (expense)                                                                                       128
                                                                              ----------------         ---------------
Total other income (expense)                                                          (24,905)                (82,352)
                                                                              ----------------         ---------------

Loss before extraordinary item                                                        (38,984)               (253,914)

     Gain on extinguishment of debt (no applicable income taxes)                    1,479,638                       -
                                                                              ----------------         ---------------

Net income (loss)                                                                   1,440,654                (253,914)

Basic net income (loss) per share:
     Income (loss) before income taxes and extraordinary item                          ($0.02)                 ($0.11)
     Extraordinary gain                                                                  0.61                       -
                                                                              ----------------         ---------------
     Net income (loss)                                                                  $0.59                  ($0.11)

Diluted net income (loss) per share
     Income (loss) before income taxes and extraordinary item                          ($0.01)                 ($0.11)
     Extraordinary gain                                                                  0.40                -
                                                                              ----------------         ---------------
     Net income (loss)                                                                  $0.39                  ($0.11)


Weighted average basic number of shares outstanding                                 2,419,431               2,380,301
Weighted average diluted number of shares outstanding                               3,685,834               2,380,301

</TABLE>

                   See notes to condensed financial statements

                                       4
<PAGE>
<TABLE>
<CAPTION>
                          FOUNTAIN PHARMACEUTICALS, INC
                       Condensed STATEMENTS OF CASH FLOWS



                                                                                  Three Months Ended December 31,
                                                                                  -------------------------------
                                                                                   2001                     2000
                                                                                   ----                     ----
<S>                                                                           <C>                      <C>
Cash flows from operating activities:
Net income (loss)                                                                   1,440,654                (253,914)
Adjustments to reconcile net loss to
  net cash used in operating activities:
     Gain on extinguishment of debt                                                (1,479,638)
     Gain on sale of furniture & equipment                                                                       (250)
     Depreciation                                                                                              11,986
     Amortization                                                                       3,659                   2,427
     Increase (decrease) in cash due to changes in
        Accounts receivable                                                           189,900                (108,689)
        Inventories                                                                                            26,666
        Prepaid expenses                                                                                        4,487
        Accounts payable and accrued expenses                                          19,854                 109,320
                                                                              ----------------         ---------------

Net cash used in operating activities                                                 174,429                (207,967)

Cash from investing activities:
     Deferred patent costs incurred                                                                              (876)
     Proceeds from sale of furniture & equipment                                                                  250
                                                                              ----------------         ---------------

Net cash used in investing activities                                                       0                    (626)

Cash flows from financing activities:
     Director and Officer loans                                                         2,238                 190,500
     Payments on note payable, bank                                                                            (4,283)
                                                                              ----------------         ---------------

Net cash provided by financing activities                                               2,238                 186,217
                                                                              ----------------         ---------------

Increase (decrease) in cash                                                           176,667                 (22,376)
Cash at beginning of period                                                             3,333                  88,687
                                                                              ----------------         ---------------

Cash at end of period                                                                 180,000                  66,311
                                                                              ================         ===============

</TABLE>

                   See notes to condensed financial statements

                                       5
<PAGE>
<TABLE>
<CAPTION>
                                                  FOUNTAIN PHARMACEUTICALS, INC
                                           Condensed STATEMENT OF STOCKHOLDERS' EQUITY
                                For the Period from September 30, 2001 through December 31, 2001


                                                                  Class B            Additional
                  Preferred Stock           Common Stock          Common Stock        Paid-In       Accumulated
                --------------------     --------------------  -------------------
                  Shares    Amount         Shares    Amount     Shares    Amount      Capital         Deficit          Total
                  ------    ------         ------    ------     ------    ------      -------         -------          -----
<S>             <C>         <C>           <C>        <C>        <C>         <C>     <C>            <C>               <C>

Balances @
    30-Sep-01   2,000,000   $2,000        2,375,796  $2,376       4,505     $  5    $17,094,106    $(18,712,062)    $(1,613,575)
                =========   ======        =========  ======     =======     ====    ===========    ============     ===========

Issuance of stock                         3,500,000  $3,500     100,000     $100    $   176,400                     $   180,000

Net income                                                                                         $  1,440,654     $ 1,440,654
                ---------   ------        ---------  ------     -------     ----    -----------    ------------     -----------
Balances @
    31-Dec-01   2,000,000   $2,000        5,875,796  $5,876     104,505     $105    $17,270,506    $(17,271,408)    $     7,079
                =========   ======        =========  ======     =======     ====    ===========    ============     ===========

</TABLE>
                   See notes to condensed financial statements

                                       6
<PAGE>

                         FOUNTAIN PHARMACEUTICALS, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
              FOR THE THREE MONTHS ENDED DECEMBER 31, 2001 AND 2000
                                   (UNAUDITED)

1.       The interim financial statements of Fountain Pharmaceuticals, Inc. (the
         "Company") which are included herein are unaudited and have been
         prepared in accordance with generally accepted accounting principles
         for interim financial information and with the instructions to Form
         10-QSB. In the opinion of management, these interim financial
         statements include all the necessary adjustments to fairly present the
         results of the interim periods, and all such adjustments are of a
         normal recurring nature. The interim financial statements should be
         read in conjunction with the audited financial statements for the two
         years ended September 30, 2001 included in the Company's Annual Report
         on Form 10-KSB for the year then ended. The report of the Company's
         independent auditors for the year ended September 30, 2001 contains an
         explanatory paragraph as to the substantial doubt of the Company's
         ability to continue as a going concern. No adjustments have been made
         to the accompanying financial statements to give effect to this
         uncertainty

         The interim results reflected in the accompanying financial statements
         are not indicative of the results of operations for a full fiscal year.

2.       Subsequent events and management's plans regarding operations:

         On January 3, 2002, the Company repaid substantially all obligations
         that existed on December 31, 2001.

         Since the Company no longer has assets except the Company's public
         shell, it no longer has the ability to generate revenue; therefore, the
         Company is not in the position to continue as a going concern. The
         Company's Board of Directors is currently pursuing candidates with
         potential business interests with which to merge. As a result of its
         limited resources, the number of potential businesses available will be
         extremely limited. The Company will not restrict its search to any
         particular industry. Management has also not developed and does not
         intend to develop specific criteria to be followed in the search for
         and selection of a business acquisition. Furthermore, there can be no
         assurance that any such transactions will be successfully completed by
         the Company.

                                       7
<PAGE>

                         FOUNTAIN PHARMACEUTICALS, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
              FOR THE THREE MONTHS ENDED DECEMBER 31, 2001 AND 2000
                                   (UNAUDITED)

3.       Issuance of Stock and Extraordinary Gain on Extinguishment of Debt:

         On December 31, 2001, Park Street Acquisition Corporation, a Florida
         corporation, acquired 3,500,000 shares of the Company's Class A common
         stock and 100,000 shares of Class B common stock from the Company for
         $180,000. The proceeds of this sale were utilized to pay all of the
         Company's outstanding liabilities at December 31, 2001. Simultaneously,
         Park Street acquired 2,000,000 shares of Class A Preferred Stock from
         Fountain Holdings, LLC. As a result of these transactions, Park Street
         became the "control person" of Fountain Pharmaceuticals as that term is
         defined in the Securities Act of 1933, as amended. Simultaneously with
         these transactions, the Board of Directors of Fountain Pharmaceuticals
         appointed Brendon K. Rennert President, Secretary and Treasurer of
         Fountain and nominated him to be the sole director of the Company.

         In connection with the acquisitions by Park Street, the related party
         unsecured lender released and discharged the Company from its
         obligations due pursuant to the unsecured line of credit, and from any
         other debt or obligation owing himself or related entities by the
         Company. As a result the Company has recognized an extraordinary gain
         of $1,479,638 for the extinguishment of the debt and related accrued
         interest.

                                       8
<PAGE>

Item 2:  Management's Discussion and Analysis of Financial Condition
         and Results of Operations

Background

         Fountain Pharmaceuticals, Inc. (the "Company"), incorporated in the
State of Delaware on March 23, 1989, was organized to develop and commercialize
certain proprietary compound encapsulation technologies for use in health care,
agricultural, veterinary and consumer market items using technologies developed
privately and assigned to the Company. These technologies involved development
of man-made spheres composed of soybean lipids that were engineered to entrap
pharmaceuticals or other biologically active molecules within the membranes of
the soybean lipids, hence a compound delivery encapsulation system known as
"Solvent Dilution Micro Carriers" ("SDMC's"). The SDMC's were principally
intended for use in connection with dermal applications, solubilization of
compounds, parenteral and oral formulations and non-pressurized aerosol
preparations. The Company developed a number of proprietary products utilizing
its SDMC technologies. These included non-regulated consumer goods and
dermatologic products consisting of sunscreens, lotions and moisturizers.
Following several years of continued developmental efforts, the Company was able
to secure patents on several aspects of its technologies in the United States
and Europe and initiate certain marketing programs.

         As a result of significant increases in marketing costs associated with
the expansion of existing product lines and the introduction of new products
during fiscal year ended September 30, 1998, which were not offset by sales
revenues during the period, the Company substantially utilized its working
capital resources. In order to provide working capital, the Company entered into
a secured credit arrangement ("Secured Credit Agreement") with Mr. Schuchert as
of December 31, 1998. The credit agreement provided for a two-year line of
credit of up to $1,500,000 subject to the Company satisfying certain agreed upon
quarterly operating budget guidelines.

         As a result of additional costs associated with the development and
marketing of two new product lines during fiscal year ended September 30, 1999,
the Company fully utilized the $1,500,000 line of credit. During fiscal years
ended September 30, 2000 and 2001, Mr. Schuchert made additional unsecured
advances to the Company, the terms of which were never memorialized in writing.

         The Company continued to incur losses and had a working capital deficit
at June 21, 2001. Through June 21, 2001 these losses had been principally funded
through sales of preferred stock ($2,500,000) to an entity controlled by the
Company's current Chairman of the Board (Mr. Joseph S. Schuchert, Jr.) and
advances of $2,716,500 from Mr. Schuchert which included a secured line of
credit of $1,500,000 ("Secured Credit Agreement"). On June 21, 2001, Mr.
Schuchert notified the Company that it was in default under the Secured Credit
Agreement dated December 31, 1998. Mr. Schuchert requested immediate payment of
the $1,500,000 principal and accrued interest due under the Secured Credit
Agreement and, in the event such payments were not forthcoming on or before July
2, 2001, notice was given that Mr. Schuchert would take action to take
possession of the Company's assets and other collateral as defined in the
Secured Credit Agreement.

                                        9
<PAGE>

         As the Company was not in a financial position to make the required
payment, the Company's Board of Directors voted on June 28, 2001 to comply with
the agreement and transfer the assets of the Company at the close of business on
July 6, 2001 to Mr. Schuchert. As a result, the secured debt was satisfied
through this transfer of assets, although the unsecured facility remained
outstanding. On December 31, 2001, in connection with the sale by Mr. Schuchert
of all his securities in the Company, Mr. Schuchert released and discharged the
Company from all of its obligations due him and Fountain Holdings. As of
December 31, 2001, the outstanding principal balance due Mr. Schuchert was
$1,256,809 plus estimated accrued interest of $225,000,

         As the Company had no significant assets subsequent to July 6, 2001, it
no longer had the ability to generate revenue to pay its unsecured liabilities;
therefore, the Company was not in the position to continue as a going concern.
Accordingly, the Company's Board of Directors suspended operations. Through
December 30, 2001, the Company's Board of Director's retained only one employee,
the Interim Chief Financial Officer/Director of Finance and Administration, who
assisted in the transfer of assets to Mr. Schuchert.

         On December 31, 2001, Park Street Acquisition Corporation, a Florida
corporation, acquired 3,500,000 shares of the Company's Class A common stock,
100,000 shares of Class B common stock from the Company for $180,000. The
proceeds of this sale were utilized to pay all of the Company's outstanding
liabilities at December 31, 2001. Simultaneously, Park Street acquired 2,000,000
shares of Class A Preferred Stock from Fountain Holdings, LLC. As a result of
these transactions, Park Street became the "control person" of Fountain
Pharmaceuticals as that term is defined in the Securities Act of 1933, as
amended. Simultaneously with these transactions, the Board of Directors of
Fountain Pharmaceuticals appointed Brendon K. Rennert as President, Secretary
and Treasurer, and he became the Company's sole director on January 28, 2002.

Results of Operations

Three Months ended December 31, 2001 compared with the Three Months ended
December 31, 2000:

         During the three months ended December 31, 2001, the Company had no
revenues compared to revenues of $192,011 for the three months ended December
31, 2000. The Company's lack of revenues for the quarter ended December 31, 2001
was a result of the transfer of the Company's assets to Mr. Schuchert as of July
6, 2001. The Company had a net profit of $1,440,654 for the quarter ended
December 31, 2001 compared to a net loss of $253,914 for the quarter ended
December 31, 2000, as a result of an extraordinary gain of approximately
$1,500,000 realized from the extinguishment of debt associated with the
forgiveness of all unsecured indebtedness due Mr. Schuchert during the quarter
ended December 31, 2001. Losses before extraordinary items also decreased from
$253,914 in the quarter ended December 31, 2000 to $38,984 in the same period in
2001. This decrease in losses was attributable to the Company's decision to
suspend operations on July 6, 2001.

                                       10
<PAGE>

         During the quarter ended December 31, 2001, the Company incurred
operating expenses of $14,079, representing a decrease of $157,483 or 92% over
operating expenses of $171,562 for the prior quarter ending December 31, 2000.
This decrease in operating expenses was primarily due to reduction in personnel,
legal fees, clinical research studies, and sales and marketing expenses, coupled
with the suspension of operations in July 2001.

         During the quarter ended December 31, 2001, the Company incurred
interest expense of $24,905, an 71% decrease over interest expense of $83,043
for the prior quarter ending December 31, 2000. This decrease in interest
expense is associated with the foregiveness of the secured line of credit
arrangement the Company had with Mr. Schuchert. (See "Liquidity and Capital
Resources.")

Liquidity and Capital Resources

         As a result of significant increases in marketing costs and legal fees
which were not offset by sales revenues, the Company had substantially utilized
its working capital resources by December 1998. In order to provide working
capital, the Company entered into a secured credit arrangement with Mr.
Schuchert as of December 31, 1998. The Credit Agreement (the "Credit Agreement")
provided for a secured line of credit of up to $1,500,000, the principal and
unpaid interest of which was due on December 31, 2000, 180 days from written
demand of Mr. Schuchert as lender, or upon an event of default under the
agreement. The line of credit bore interest at an adjustable monthly rate equal
to the greater of (i) the prime rate quoted in the Wall Street Journal, plus 1
1/2% or (ii) 9%, which is payable monthly or may be accrued. The facility was
secured by all of the assets of the Company (subject to any existing liens).
Additional funds were advanced in 1999, 2000, and 2001 on an unsecured basis.
Under the terms of the warrant granted in connection with the Credit Agreement,
Mr. Schuchert was entitled to purchase 1.6 shares of Common Stock for each
dollar advanced under the facility and 1.6 shares of Common Stock for each
dollar of accrued, unpaid interest when due under the facility at an exercise
price of $.65 per share with an expiration date of December 31, 2003. (As of
December 29, 2001, Mr. Schuchert was entitled to purchase an aggregate of
2,993,595 shares of Common Stock upon the exercise of such warrant. Mr.
Schuchert sold these warrants to Park Street Acquisition Corporation for
$12,000. Simultaneously therewith, the Company and Park Street agreed to retire
these warrants).

         On June 21, 2001, Mr. Schuchert notified the Company that it was in
default under the Secured Credit Agreement dated December 31, 1998. Mr.
Schuchert requested immediate payment of the $1,500,000 principal and accrued
interest due under the Secured Credit Agreement and, in the event such payments
were not forthcoming on or before July 2, 2001, notice was given that Mr.
Schuchert would take action to take possession of the Company's assets and other
collateral as defined in the Secured Credit Agreement.

         As the Company was not in a financial position to make the required
payment, the Company's Board of Directors voted on June 28, 2001 to comply with
the agreement and transfer the assets of the Company at the close of business on
July 6, 2001 to Mr. Schuchert. As a result, the secured debt was satisfied
through this transfer of assets, although the unsecured facility remained
outstanding. In connection with the acquisitions by Park Street, Mr. Schuchert

                                       11
<PAGE>

released and discharged the Company from its obligations due him and Fountain
Holdings pursuant to the Credit Agreement dated as of December 31, 1998, and
from any other debt or obligation owing Schuchert or Fountain Holdings by the
Company.

         As of September 30, 2001, the Company had working capital of $7,079, an
increase in the working capital of $2,645,441 from the working capital deficit
of $2,638,362 as of September 30, 2000. The increase in working capital is
primarily attributable to the gain on extinguishment of debt associated with the
acquisition of the Company's securities by Park Street. As the Company had no
significant assets subsequent to July 6, 2001, it no longer had the ability to
generate revenue to pay its unsecured liabilities; therefore, the Company was
not in the position to continue as a going concern. Accordingly, the Company's
Board of Directors suspended operations.

         On December 31, 2001, Park Street Acquisition Corporation, a Florida
corporation, acquired 3,500,000 shares of the Company's Class A Common Stock and
100,000 shares of Class B Common Stock from the Company for $180,000. The
proceeds of this sale were utilized to pay all of the Company's outstanding
liabilities at December 31, 2001. Simultaneously, Park Street acquired 2,000,000
shares of Class A Preferred Stock from Fountain Holdings, LLC. As a result of
these transactions, Park Street became the "control person" of Fountain
Pharmaceuticals as that term is defined in the Securities Act of 1933, as
amended. Simultaneously with these transactions, the Board of Directors of
Fountain Pharmaceuticals appointed Brendon K. Rennert as President, Secretary
and Treasurer, and nominated him to be the sole director of the Company.

         As of December 31, 2001, Mr. Schuchert was entitled to purchase an
aggregate of 2,993,395 shares of the Company's Common Stock upon exercise of
warrants. Mr. Schuchert sold these warrants to Park Street Acquisition
Corporation for $12,000. Simultaneously therewith, the Company and Park Street
agreed to retire these warrants.

         In connection with the acquisitions by Park Street, Mr. Schuchert
released and discharged the Company from its obligations due to him pursuant to
the credit agreement dated as of December 31, 1998, and from any other debt or
obligation owed Mr. Schuchert or his affiliates by the Company.

         As of February 5, 2002, the Company remains a "shell" company. The
Company plans to seek one or more potential businesses that management believes
warrant the Company's involvement. As a result of its limited resources, the
number of potential businesses available will be extremely limited. The Company
will not restrict its search to any particular industry. Management has not
developed and does not intend to develop specific criteria to be followed in the
search for and selection of a business acquisition.

         The target company may be (i) in its preliminary or developmental
stage, (ii) a financially troubled business or (iii) a going concern. It is
impossible to determine the capital requirements of the target business or
whether such business may require additional capital. Some target companies may
seek to establish a public trading market for their securities.

                                       12
<PAGE>

         It is not presently anticipated that the Company will acquire or merge
with a business or company in which the Company's promoters, management or their
affiliates or associates directly or indirectly have an ownership interest;
however there is no agreement, policy, or understanding to prevent such a
transaction. In the event of such a non-arm's length transaction, management
would seek an independent appraisal of the transaction.

Forward Looking Statements. This report contains certain forward-looking
statements that are based on current expectations. In light of the important
factors that can materially affect results, including those set forth above and
elsewhere in this report, the inclusion of forward-looking information herein
should not be regarded as a representation by the Company or any other person
that the objectives or plans of the Company will be achieved. The Company may
encounter competitive, technological, financial and business challenges making
it more difficult than expected to continue to market its products and services;
competitive conditions within the industry may change adversely; the Company may
be unable to retain existing key management personnel; the Company's forecasts
may not accurately anticipate market demand; and there may be other material
adverse changes in the Company's operations or business. Certain important
factors affecting the forward looking statements made herein include, but are
not limited to (i) accurately forecasting capital expenditures and (ii)
obtaining new sources of external financing. Assumptions relating to budgeting,
marketing, product development and other management decisions are subjective in
many respects and thus susceptible to interpretations and periodic revisions
based on actual experience and business developments, the impact of which may
cause the Company to alter its capital expenditure or other budgets, which may
in turn affect the Company's financial position and results of operations.

                                       13
<PAGE>

                           PART II - OTHER INFORMATION


Item 1:  Legal Proceedings

                  None

Item 2:  Changes in Securities and Use of Proceeds

                  (a)      None

                  (b)      None

                  (c)      None

                  (d)      Not Applicable

Item 3.: Defaults upon Senior Securities

                  None

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

                  None

Item 5.: Other Information

         On December 31, 2001, Park Street Acquisition Corporation ("Park
Street"), a Florida corporation, acquired 2,000,000 shares of Class A
Convertible Preferred Stock ("Preferred Stock") of the Company from Fountain
Holdings LLC ("Holdings") and all Common Stock Purchase Warrants (the
"Warrants") in the name of Holdings to purchase shares of the Company's Class A
Common Stock. The Preferred Stock converts into 1,264,151 shares of Class A
Common Stock. The aggregate purchase price paid to Holdings was Twenty Thousand
($20,000) Dollars ("Purchase Price"), allocated $8,000 towards the purchase of
the Preferred Stock and $12,000 towards the purchase of the Warrants.
Simultaneously with the closing, Park Street and the Company agreed to retire
the Warrants.

         Mr. Schuchert, the principal shareholder of Holdings, in consideration
of the Purchase Price, released and discharged the Company from its obligations
due to him and Fountain Holdings LLC pursuant to a Credit Agreement dated as of
December 31, 1998, and from any other debts or obligations owing Schuchert by
the Company. As of December 31, 2001, the Company owed Schuchert approximately
$1,480,000 of principal and interest, all of which was foregiven in connection
with the aforementioned transaction.

                                       14
<PAGE>

         Additionally, simultaneously with the transactions described above,
Park Street acquired directly from the Company 3,500,000 shares of the Company's
Class A Common Stock and 100,000 shares of the Company's Class B Common Stock
for an aggregate purchase price of $180,000. The proceeds of this transaction
were utilized by the Company to retire all of its remaining liabilities. As a
result of the foregoing, Park Street became the "control person" of the Company
as that term is defined in the Securities Act of 1933, as amended.

         In connection with these transactions, the Board of Directors of the
Company nominated Brendon K. Rennert to the Board of Directors and all former
officers and directors delivered their letters of resignation to the Company.
Mr. Rennert was named CEO, President and Secretary of the Company. These
appointments are subject to compliance with the notice requirements of Rule
14f-1 under the Securities Act of 1934 ("Rule 14f-1"). Mr. Schuchert agreed to
remain as the Company's sole director until the company has complied with Rule
14f-1.

         The Board of Directors also nominated Brendon K. Rennert as the sole
director of the Company. Mr. Rennert's election would not become effective until
at least ten (10) days after the Information Statement was mailed or delivered
to the Company's shareholders of record in compliance with Section 14(f) of the
Securities Exchange Act of 1934 and Rule 14f-1 thereunder. The mailing was
completed on January 18, 2002. Accordingly, on January 28, 2002, Mr. Schuchert
resigned as the Company's sole director and Mr. Rennert became the Company's
sole director. As a result of the transfer of the Company's assets to Schuchert,
the Company became a "blank check" or "shell" company.

                                       15
<PAGE>

Item 6:  Exhibits and Reports on Form 8-K

         (a)      The following exhibits are filed as part of this report:

                  None

         (b)      Reports on Form 8-K

                  A Current Report on Form 8-K was filed on January 11, 2002 to
                  report the Change of Control of the Company whereby Brendon K.
                  Rennert and Park Street Acquisition Corporation became
                  "control persons" of the Company.

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<PAGE>

                                   SIGNATURES


         Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


Dated:   February 13, 2002                 FOUNTAIN PHARMACEUTICALS, INC.



                                           By: /s/ Brendon K. Rennert
                                               --------------------------------
                                               Brendon K. Rennert, President and
                                               Principal Executive and Financial
                                               Officer


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