SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-K/A
           (Mark One)

           (X) Annual report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 (Fee Required)

           For the fiscal year ended 6/30/00  or
                                     -------

           ( ) Transition report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 (No Fee Required)

           For the transition period from ________ to ________

           Commission file number   0-9998
                                   --------

                          THE METAL ARTS COMPANY, INC.
------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          NEW YORK                                        06-0945588
----------------------------------             --------------------------------
(State or other jurisdiction of                        (IRS Employer
incorporation or organization)                        Identification No.)

800 ST. PAUL ST., ROCHESTER, NEW YORK                      14605
-------------------------------------             -------------------------
  (Address of principal executive offices)                (Zip Code)

                                 (716) 546-7170
                                 --------------
              (Registrant's Telephone Number, Including Area Code)

           Securities registered pursuant to Section 12(b) of the Act:

                                                NAME OF EACH EXCHANGE
           TITLE OF EACH CLASS                  ON WHICH REGISTERED
           -------------------                  -------------------

                  NONE
                  ----




           Securities registered pursuant to Section 12(g) of the Act:


                                      NONE
                                     -----
                                (Title of Class)



           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 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
                                             -----     ------


<PAGE>


           State the aggregate market value of the voting stock held by
non-affiliates of the registrant. The aggregate market value shall be computed
by reference to the price at which the stock was sold, or the average bid and
asked prices of such stock, as of a specified date within 60 days prior to the
date of filing. (See definition of affiliate in Rule 405.) $1,060,637 (4,242,551
at $.25 Per share)

           Note. If a determination as to whether a particular person or entity
is an affiliate cannot be made without involving unreasonable effort and
expense, the aggregate market value of the common stock held by non-affiliates
may be calculated on the basis of assumptions reasonable under the
circumstances, provided that the assumptions are set forth in this form.

                   APPLICABLE ONLY TO REGISTRANTS INVOLVED IN
                   BANKRUPTCY PROCEEDINGS DURING THE PRECEDING
                                   FIVE YEARS:

           Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Section 12, 13, or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes            No
    --------      --------

                    APPLICABLE ONLY TO CORPORATE REGISTRANTS:

           Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.

                        7,520,802 SHARES OF COMMON STOCK
                        --------------------------------
                            PAR VALUE $.01 PER SHARE
                            ------------------------












                                  Page 2 of 28







<PAGE>



                        ITEM 8. FINANCIAL STATEMENTS AND
                               SUPPLEMENTARY DATA


                   INDEX TO FINANCIAL STATEMENTS AND SCHEDULES
                   -------------------------------------------


Independent Auditors' Report                                               1

Consolidated Balance Sheets at June 30, 2000 and 1999                    2 - 3

Consolidated Statements of Operations for the years
      ended June 30, 2000, 1999 and 1998                                   4

Consolidated Statements of Changes In Stockholders'
      Equity (Deficiency) for the years ended
      June 30, 2000, 1999 and 1998                                       5 - 6

Consolidated Statements of Cash Flows for the years
      ended June 30, 2000, 1999 and 1998                                 7 - 8

Notes to Consolidated Financial Statements                              9 - 19

Financial Schedules

      II     -  Amounts Receivable from Related Parties and
                Underwriters, Promoters, and Employees
                Other Than Related Parties                                20

       V     -  Property, Plant and Equipment                             21

      VI     -  Accumulated Depreciation and Amortization of
                Property, Plant and Equipment                             22

     VII     -  Valuation and Qualifying Accounts and Reserves            23

       X     -  Supplementary Income Statement Information                24

All other schedules are omitted because they are not applicable or the required
information is shown in the financial statements or the notes thereto.












                                      -3-




<PAGE>




                          INDEPENDENT AUDITORS' REPORT
                          ----------------------------



The Board of Directors and Stockholders
The Metal Arts Company, Inc. and Subsidiaries


We have audited the accompanying consolidated balance sheets of The Metal Arts
Company, Inc. and Subsidiaries as of June 30, 2000 and 1999, and the related
consolidated financial statements listed in the accompanying index for each of
the years in the three-year period ended June 30, 2000. These consolidated
financial statements are the responsibility of the Company's management. Our
responsibility is to express an opinion on these consolidated financial
statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of The Metal Arts
Company, Inc. and Subsidiaries as of June 30, 2000 and 1999, and the results of
their operations, changes in their stockholders' equity (deficiency) and their
cash flows for each of the years in the three-year period ended June 30, 2000,
in conformity with generally accepted accounting principles.

In our report dated September 24, 2000, our opinion on the June 30, 2000, 1999
and 1998 financial statements was qualified because of the effects of not
consolidating the Company's Bastian subsidiary. As explained in Note 3, the
Company has restated its June 30, 2000, 1999 and 1998 financial statements to
include its Bastian subsidiary as required by generally accepted accounting
principles. Accordingly, our present opinion on the June 30, 2000, 1999 and 1998
financial statements, as presented herein, differs from that previously
expressed.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The financial schedules listed in the
accompanying index are presented for purposes of additional analysis and are not
a required part of the basic financial statements. Such information has been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a whole.





September 24, 2000, except as to the fourth paragraph above and Note 3, which
are as of January 10, 2001


                                       -4-


<PAGE>



<TABLE>
<CAPTION>


                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                           Consolidated Balance Sheets
                             June 30, 2000 and 1999

                                     ASSETS
                                     ------

                                                                         2000         1999
                                                                         ----         ----

CURRENT ASSETS

<S>                                                               <C>          <C>
     Cash                                                            $   71,800   $    7,343
     Accounts receivable, trade - less allowance for uncollectible
           accounts of $35,000 in 2000 and 1999                         386,203      304,912
     Due from NYSERDA, current portion                                  100,446       30,049
     Inventory                                                           43,009       43,009
     Stock subscription receivable                                         --          7,500
     Prepaid expenses and other current assets                            4,696       15,787
     Deferred tax asset - less valuation allowance of $74,500 in
          2000 and $27,300 in 1999                                       43,000        7,400
                                                                     ----------   ----------
                                                                        649,154      416,000
                                                                     ----------   ----------


PROPERTY, PLANT AND EQUIPMENT                                         4,093,217    3,658,917
     Less: Accumulated depreciation and amortization                  2,887,670    2,691,083
                                                                     ----------   ----------
                                                                      1,205,547      967,834
                                                                     ----------   ----------


OTHER ASSETS

     Due from shareholder                                                 1,554        1,554
     Due from NYSERDA, long-term portion                                 24,544       14,108
     Cash value of life insurance                                          --         11,034
     Operating rights, net of accumulated amortization of
          $7,370 in 2000 and $6,030 in 1999                              12,730       14,070
     Other assets                                                        42,941       37,075
     Deferred tax asset - less valuation allowance of $555,500
          in 2000 and $618,300 in 1999                                  125,000      167,100
      Goodwill - net of accumulated amortization of $230,008
          in 2000 and $203,752 in 1999                                  428,429      219,846
                                                                     ----------   ----------
                                                                        635,198      464,787
                                                                     ----------   ----------


                                                                     $2,489,899   $1,848,621
                                                                     ==========   ==========

</TABLE>



                 The accompanying Notes to Financial Statements
                      are an integral part these statements

                                       -5-


<PAGE>



<TABLE>
<CAPTION>


                LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)
                -------------------------------------------------

                                                                         2000         1999
                                                                         ----         ----
CURRENT LIABILITIES
<S>                                                               <C>          <C>
     Current portion of long-term debt                               $  467,700   $  598,856
     Current portion of capital lease obligations                        60,180       50,981
     Accounts payable, trade                                          1,020,036      818,790
     Accrued expenses                                                   469,024      503,265
     Accrued payroll and related taxes                                  471,687      455,694
     Due to shareholder                                                  11,070       23,500
                                                                     ----------   ----------
                                                                      2,499,697    2,451,086
                                                                     ----------   ----------

LONG-TERM LIABILITIES

     Long-term debt, net of current portion                                --         15,233
     Capital lease obligations, net of current portion                  136,318      197,019
     Other long-term liability                                          243,222      243,222
                                                                     ----------   ----------
                                                                        379,540      455,474
                                                                     ----------   ----------

MINORITY INTEREST IN SUBSIDIARY                                            --        100,461
                                                                     ----------   ----------

STOCKHOLDERS' EQUITY (DEFICIENCY)

     Common stock - $.01 par value, 15,000,000 shares
          authorized:  7,520,802 shares issued and outstanding
          in 2000 and 1999                                               75,208       75,208
     Paid-in capital in excess of par value                           2,458,984    2,458,984
     Accumulated deficit                                             (2,923,530)  (3,692,592)
                                                                     ----------   ----------
                                                                       (389,338)  (1,158,400)
                                                                     ----------   ----------

                                                                     $2,489,899   $1,848,621
                                                                     ==========   ==========

</TABLE>


                                       -6-


<PAGE>



<TABLE>
<CAPTION>



                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                      Consolidated Statements of Operations
                For the Years Ended June 30, 2000, 1999 and 1998


                                                    2000            1999          1998
                                                    -----           -----         ----

<S>                                           <C>            <C>            <C>
NET SALES                                        $ 2,698,414    $ 2,382,385    $ 2,923,912

COST OF GOODS SOLD                                 2,209,169      1,958,245      2,255,372
                                                 -----------    -----------    -----------

GROSS PROFIT                                         489,245        424,140        668,540
                                                 -----------    -----------    -----------

SELLING, GENERAL AND ADMINISTRATIVE EXPENSES         683,786        626,335        775,319
RESEARCH AND DEVELOPMENT                               7,626          3,572
                                                 -----------    -----------    -----------
                                                                               -----------
                                                     683,786        633,961        778,891
                                                 -----------    -----------    -----------

LOSS FROM OPERATIONS                                (194,541)      (209,821)      (110,351)
                                                 -----------    -----------    -----------

OTHER INCOME (EXPENSE)

     Life insurance proceeds                         690,297           --             --
     Write-off of liabilities                         46,156        100,942           --
     NYSERDA reimbursement                           315,076           --           17,667
     Interest expense                                (69,011)       (80,573)       (47,589)
     Interest income                                   2,710             82            745
     Minority interest in income of subsidiary       (14,700)        35,440          6,280
                                                 -----------    -----------    -----------

                                                     970,528         55,891        (22,897)
                                                 -----------    -----------    -----------

INCOME (LOSS) BEFORE INCOME TAXES                    775,987       (153,930)      (133,248)

PROVISION FOR INCOME TAXES                             6,925          2,575         14,975
                                                 -----------    -----------    -----------

NET INCOME (LOSS) FOR THE YEAR                   $   769,062    $  (156,505)   $  (148,223)
                                                 ===========    ===========    ===========

EARNINGS PER SHARE OF COMMON STOCK               $       .10    $      (.02)   $      (.02)
                                                 ===========    ===========    ===========




</TABLE>






                 The accompanying Notes to Financial Statements
                      are an integral part these statements

                                       -7-




<PAGE>



<TABLE>
<CAPTION>

                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

     Consolidated Statements of Changes in Stockholders' Equity (Deficiency)
                For the Years Ended June 30, 2000, 1999 and 1998



                                                             COMMON STOCK
                                                             ------------
                                                     NUMBER
                                                       OF
                                                     SHARES               AMOUNT
                                                     ------               ------
<S>                                              <C>               <C>
Balance at June 30, 1997                              7,407,402         $   74,074
Prior period adjustment                                       -               -
                                                 ---------------        ----------

Balance at June 30, 1997, restated                    7,407,402             74,074
Shares issued in payment of liabilities                 113,400              1,134

Net loss for the year                                         -                 -
                                                 ----------------       ----------
Balance at June 30, 1998                              7,520,802             75,208
Net loss for the year                                         -                 -
                                                 ----------------       ----------

Balance at June 30, 1999                              7,520,802             75,208
Net income for the year                                       -                 -
                                                 ---------------       -----------

Balance at June 30, 2000                              7,520,802         $   75,208
                                                 ===============       ============



</TABLE>


                 The accompanying Notes to Financial Statements
                    are an integral part of these statements

                                       -8-




<PAGE>


<TABLE>
<CAPTION>

                                              PAID-IN                               TOTAL
                                             CAPITAL IN                         STOCKHOLDERS'
                                             EXCESS OF         ACCUMULATED          EQUITY
                                             PAR VALUE           DEFICIT         (DEFICIENCY)
                                             ---------           -------         ------------

<S>                                           <C>            <C>                <C>
Balance at June 30, 1997                      $ 2,407,188    $ (2,506,893)      $  (25,631)
Prior period adjustment                                -         (880,971)        (880,971)
                                        -----------------      ------------     -------------

Balance at June 30, 1997, restated              2,407,188      (3,387,864)        (906,602)
Shares issued in payment of liabilities            51,796                -           52,930
                                                       -         (148,223)        (148,223)
Net loss for the year                   -----------------      ------------     ------------

Balance at June 30, 1998                        2,458,984      (3,536,087)      (1,001,895)
Net loss for the year                                  -         (156,505)        (156,505)
                                        -----------------      ------------     ------------

Balance at June 30, 1999                        2,458,984      (3,692,592)      (1,158,400)
Net income for the year                                -          769,062          769,062
                                        -----------------      ------------     ------------

Balance at June 30, 2000                     $ 2,458,984     $ (2,923,530)     $  (389,338)
                                        =================    =============     ============


</TABLE>




                                       -9-





<PAGE>


<TABLE>
<CAPTION>

                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                      Consolidated Statements of Cash Flows
                For the Years Ended June 30, 2000, 1999 and 1998
                                                              2000        1999        1998
                                                              ----        ----        ----
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                     <C>          <C>          <C>
     Net income (loss) for the year                        $ 769,062    $(156,505)   $(148,223)
     Adjustments to reconcile net income (loss) to net
cash provided by operating activities

               Depreciation and amortization                 224,183      173,945      148,481
               Deferred income taxes                           6,500        1,600       14,000
               Minority interest in income of subsidiary      14,700      (35,440)      (6,280)
               Life insurance proceeds                      (701,331)        --           --
              Change in operating accounts
                    Accounts receivable                     (162,124)      22,037        2,802
                    Stock subscription receivable              7,500         --           --
                    Inventory                                   --        (22,957)        --
                    Prepaid expenses                          11,091       11,187       (8,440)
                    Other assets                              (5,866)         602       (7,134)
                    Accounts payable                         201,246      163,550      100,969
                    Accrued expenses                         (34,241)     (63,966)      99,970
                    Accrued payroll and related taxes         15,993       51,321       50,647
                                                           ---------    ---------    ---------
                                                             346,713      145,374      246,792
                                                           ---------    ---------    ---------
CASH FLOWS FROM INVESTING ACTIVITIES

     Acquisition of goodwill                                (234,839)        --           --
     Acquisition of minority interest in subsidiary         (115,161)        --           --
     Decrease (increase) in cash value of life insurance     712,365       (3,141)        --
     Capital expenditures                                   (434,300)    (137,813)    (123,863)
     Advances to shareholder                                  18,180       (6,725)
                                                           ---------    ---------    ---------
                                                                                     ---------
                                                             (71,935)    (122,774)    (130,588)
                                                           ---------    ---------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES

     Advances from (repayments to) shareholder               (12,430)      10,500       13,000
     Proceeds from long-term debt                               --           --         50,000
     Payments on long-term debt                             (146,389)     (20,001)    (188,524)
     Payments on capital lease obligations                   (51,502)     (39,009)     (10,668)
                                                           ---------    ---------    ---------
                                                            (210,321)     (48,510)    (136,192)
                                                           ---------    ---------    ---------

INCREASE (DECREASE) IN CASH                                   64,457      (25,910)     (19,988)

</TABLE>



                 The accompanying Notes to Financial Statements
                    are an integral part of these statements

                                      -10-




<PAGE>

<TABLE>
<CAPTION>

                                                                2000        1999        1998
                                                                ----        ----        ----

<S>                                                         <C>        <C>        <C>
CASH, BEGINNING                                                   7,343    33,253      53,241
                                                            -----------   -------   ---------
CASH, ENDING                                                $    71,800   $ 7,343   $  33,253
                                                            ===========   =======   =========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

      Cash paid during the year for interest                $    71,111   $82,464   $  45,739
                                                            ===========   =======   =========
     Cash paid during the year for income taxes             $      --     $   650   $   7,134
                                                            ===========   =======   =========

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES


     Issuance of common stock                               $      --     $  --     $  52,930
     Payment of liabilities                                        --        --       (35,260)
     Payment of prepaid expenses                                   --        --       (10,170)
     Stock subscription receivable                                 --        --        (7,500)
                                                            -----------   -------   ---------
                                                            $      --     $  --     $    --
                                                            ===========   =======   =========

     Acquisition of property and equipment
          by issuance of capital lease                      $      --     $99,547   $ 198,131
                                                            ===========   =======   =========



</TABLE>





                                      -11-



<PAGE>







                                      -11-

                                        9
                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                   Notes to Consolidated Financial Statements
                          June 30, 2000, 1999 and 1998

1.         BUSINESS DESCRIPTION
           --------------------

           The Company and its subsidiaries are primarily engaged in the surface
           coatings and enhancement business and in the manufacture and sale of
           automobile identification products, employee recognition and
           identification products, medallions, tokens, plaques, emblematic
           jewelry, identification and convention badges, belt buckles and
           cloisonne products. Customers, substantially all of whom are
           manufacturers, are located primarily in Western New York.

2.         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
           ------------------------------------------

           PURCHASE OF MINORITY INTEREST
           -----------------------------

           On January 1, 2000 the Company purchased the 30% minority interest in
           its subsidiary, Coating Technology. The total cost of the acquisition
           was $350,000 which exceeded the minority interest at the time by
           $234,839.

           PRINCIPLES OF CONSOLIDATION
           ---------------------------

           The consolidated financial statements include the accounts of the
           Company, its wholly owned subsidiary, Coating Technology, Inc. and
           its 89% owned subsidiary, The Bastian Company, Inc. All material
           intercompany items have been eliminated in consolidation.

           USE OF ESTIMATES
           ----------------

           The preparation of financial statements in conformity with generally
           accepted accounting principles requires management to make estimates
           and assumptions that affect the reported amounts of assets and
           liabilities and disclosure of contingent assets and liabilities at
           the date of the financial statements and the reported amounts of
           revenues and expenses during the reporting period. Actual results
           could differ from those estimates.

           REVENUE RECOGNITION
           -------------------

           The Company records its revenues and expenses on the accrual basis of
           accounting. Revenues are recognized on the date goods are shipped.

           INVENTORY
           ---------

           Inventories are valued at the lower of cost (first-in, first-out
           method) or market.

           PROPERTY, PLANT AND EQUIPMENT
           -----------------------------

           Property, plant and equipment are carried at cost. Depreciation is
           computed on the straight-line method over a period of 5 to 39 years.
           Accelerated methods are used for tax purposes by Coating Technology,
           Inc.



                                      -12-


<PAGE>
                                       10
                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES

                   Notes to Consolidated Financial Statements
                          June 30, 2000, 1999 and 1998


2.         SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
           ------------------------------------------

           GOODWILL
           --------

           Goodwill from the purchase of The Bastian Company, Inc. is being
           amortized over a 40-year period using the straight-line method.
           Goodwill from the purchase of the minority interest in Coating
           Technology, Inc. is being amortized over a 15-year period using the
           straight-line method.

           OPERATING RIGHTS
           ----------------

           During 1995, the Company acquired the rights to a new technology,
           which is a new process for plating electroless nickel on aluminum.
           These operating rights are being amortized using the straight-line
           method over 15 years.

           INCOME TAXES
           ------------

           Income taxes are provided for the tax effects of transactions
           reported in the financial statements and consist of taxes currently
           due plus deferred taxes related primarily to differences between the
           bases of certain assets and liabilities for financial and tax
           reporting. The deferred taxes represent the future tax return
           consequences of those differences, which will either be taxable when
           the assets and liabilities are recovered or settled.

           EARNINGS PER SHARE
           ------------------

           Earnings per common share were computed by dividing net income by the
           weighted average number of shares of common stock outstanding during
           the year. Options to purchase common stock have a negligible effect
           on earnings per share.

           RECLASSIFICATIONS
           -----------------

           Certain reclassifications have been made to the 1999 financial
           statements. The reclassifications do not affect 1999 net income as
           originally reported.

3.         PRIOR PERIOD ADJUSTMENT
           -----------------------

           On June 7, 1995, the Company's Board of Directors approved the
           spin-off of its 89% owned subsidiary, The Bastian Company, Inc., in
           the form of a stock dividend to the Company's stockholders of record
           as of June 30, 1995. As of June 30, 2000, Bastian had not filed a
           registration statement with the Securities and Exchange Commission to
           register the Bastian common shares pursuant to the Securities
           Exchange Act of 1934. Therefore, the Company had not completed the
           pro rata distribution of the Bastian common shares and, as such,
           Bastian was still technically a subsidiary of the Company.








                                      -13-


<PAGE>



                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                   Notes to Consolidated Financial Statements
                          June 30, 2000, 1999 and 1998

3.         PRIOR PERIOD ADJUSTMENT (Continued)
           -----------------------

           The previously issued consolidated financial statements did not
           include the accounts of The Bastian Company, Inc. as required by
           generally accepted accounting principles. The Company believed that
           not consolidating the subsidiary provided for a more meaningful
           presentation of continuing operations.

           As required by generally accepted accounting principles, the Company
           has restated the financial statements for June 30, 2000, 1999 and
           1998 to include its 89% owned subsidiary.

           Retained earnings as of June 30, 1997 have been adjusted to
           consolidate the prior years' net loss of The Bastian Company, Inc.

           See SUBSEQUENT EVENTS.
               -----------------

4.         DUE FROM NYSERDA
           ----------------

           On August 12, 1998, the Company entered into an agreement with the
           New York State Energy Research and Development Authority (NYSERDA).
           Under the terms of the agreement, NYSERDA will share in the cost to
           test a new process by paying up to $274,000, which represents 68% of
           the actual development costs. NYSERDA shall pay the Company 90% of
           its 68% share upon receipt of an invoice for a progress payment, and
           final payment shall be made after completion of work and receipt of
           the final report. In another term of the agreement, the Company will
           be reimbursed by the United States Department of Energy (USDE) for
           purchases of equipment of up to $366,000 which represents 97.6% of
           actual equipment purchases. Through June 30, 2000, the Company has
           recorded $252,226 of reimbursements from NYSERDA and $325,412 from
           USDE.

           In accordance with a previous agreement, the Company is obligated to
           pay to NYSERDA 2% of sales of new technology to New York State
           manufacturers and 4% of sales to non-New York State manufacturers.
           The Company's obligation to make payments to NYSERDA shall commence
           upon the earlier of the two following events; 1) sales exceed
           $500,000; 2) two years after the Company's receipt of final payment
           under the contract.

           NYSERDA possesses certain rights to contract data and certain
           liquidation or dissolution preferences pursuant to the contract.

5.         INVENTORY
           ---------

           Inventories consist of the following:

                                             2000                 1999
                                             ----                 ----

                   Work-in-process        $     20,092        $     20,052
                   Finished goods               22,917              22,957
                                         -------------       -------------

                                          $     43,009        $     43,009
                                          ============        ============





                                      -14-


<PAGE>



                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                   Notes to Consolidated Financial Statements
                          June 30, 2000, 1999 and 1998

6.         PROPERTY, PLANT AND EQUIPMENT
           -----------------------------

           Property, plant and equipment consists of the following:

                                             2000                 1999
                                             ----                 ----

             Leasehold improvements       $     258,078         $   258,078
             Machinery and equipment          3,719,540           3,299,706
             Furniture and fixtures             103,841             101,133
             Vehicles                            11,758                   -
                                          -------------          ----------

                                             $4,093,217          $3,658,917
                                          =============          ==========

           Depreciation and amortization expense for each of the three years in
           the period ended June 30, 2000 was $196,587, $156,694 and $131,230,
           respectively.

7.         LONG-TERM DEBT
           --------------

           Long-term debt consists of the following:
<TABLE>
<CAPTION>

                                                                                                     2000           1999
                                                                                                     ----           ----

<S>                                                                                           <C>             <C>
           8% convertible subordinated debentures due and payable on June 30, 2001.  The
           debentures are subordinated to the Company's senior indebtedness.  See Note 8
           for conversion provisions.                                                           $   182,500     $ 275,000

           Unsecured note payable.  Interest accrues at 8% and is payable monthly.
           Principal was due in full on April 30, 1999.  During 1999, the note was
           refinanced and the principal is now payable on demand.                                    25,000        50,000

           Note payable secured by specific equipment. Interest accrued at 5%
           and principal, in the amount of $26,667, plus interest was payable
           each December through 1998. This note was refinanced during 1999. The
           note now accrues interest at 6% and principal, in the amount of
           $8,889, plus interest is payable December, 1999, June, 2000 and
           December, 2000. The note was refinanced during 2000 with the full
           amount of interest and principal due by
           December 31, 2000.                                                                        17,778        26,666

           Installment note payable in monthly payments of $1,667, plus interest
           at prime plus 1.5%, through October, 2000. The note is secured by a
           general lien on equipment, accounts receivable and inventory and is
           guaranteed by the
           stockholders of Coating Technology, Inc.                                                   6,666        26,667


</TABLE>



                                      -15-


<PAGE>



                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                   Notes to Consolidated Financial Statements
                          June 30, 2000, 1999 and 1998

7.   LONG-TERM DEBT (Continued)
     --------------

<TABLE>
<CAPTION>

                                                                                 2000                 1999
                                                                                 ----                 ----
     Various notes payable by The Bastian Company, Inc. to the City of
     Geneva due in monthly payments of $4,975, including interest from 5%
     to 6%. The notes are secured by a general lien on equipment, accounts
     receivable and inventory and are guaranteed by the officers of The
     Bastian Company, Inc. At June 30, 2000, the Company was in default on
<S>                                                                        <C>                 <C>
     payment of these notes (see SUBSEQUENT EVENTS).                              215,756             215,756

     Demand note payable to a related party.  The note is unsecured
     and bears interest at 8%.                                                     20,000              20,000
                                                                          ---------------        ------------
                                                                                  467,700             614,089
     Less:  Current portion                                                       467,700             598,856
                                                                          ---------------        ------------

     Long-term debt, net of current portion                             $               -        $     15,233
                                                                        =================        ============
</TABLE>

     The aggregate maturities for all long-term borrowings as of June 30,
     2000 are as follows:

                                    YEAR            AMOUNT
                                    ----            ------

                                    2001         $   467,700
                                                 ===========

8.   CAPITAL LEASE OBLIGATIONS

     The Company maintains various machinery and equipment held under
     capital lease obligations as follows:

<TABLE>
<CAPTION>

                                                                                  2000           1999
                                                                                  ----           ----

     Various capital lease obligations due in monthly installments ranging
     from $118 to $1,738, including interest ranging from 14.5% to 17.7%
     through January, 2004.  Machinery and equipment are collateral
<S>                                                                        <C>           <C>
     to the leases.                                                            $   196,498   $   248,000

     Less amount due within one year                                                60,180        50,981
                                                                             -------------   -----------

     Amount due after one year                                               $     136,318   $   197,019
                                                                             =============   ===========

</TABLE>







                                      -16-


<PAGE>



                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                   Notes to Consolidated Financial Statements
                          June 30, 2000, 1999 and 1998

8.         CAPITAL LEASE OBLIGATIONS (Continued)
           -------------------------

           Minimum lease payments for all capital leases as of June 30, 2000 are
as follows:

                      YEAR            AMOUNT
                      ----            ------

                      2001         $     86,052
                      2002               86,052
                      2003               63,749
                      2004                8,003
                                 --------------
    Total minimum lease payments        243,856
    Less:  Amount representing
       interest and sales tax            47,358
                                 --------------

     Present value of net minimum
        lease payments              $   196,498
                                 ==============

    Assets held under capital leases are as follows:

                                          2000            1999
                                          ----            ----

     Machinery and equipment           $   297,678      $   297,678
     Less:  Accumulated depreciation        65,220           35,452
                                       -----------      -----------

                                       $   232,458      $   262,226
                                       ===========      ===========

9.         OTHER LONG-TERM LIABILITY
           -------------------------

           The Company entered into a partnership on September 1, 1981.

           The Company incurred a liability to certain vendors relating to
           silver price fluctuations during the period of time that the
           partnership was operating. The Company has denied responsibility for
           these amounts. The vendors obtained a judgement against the Company
           in 1983, but no collection effort has been made since that time.

10.        INCENTIVE STOCK OPTION PLAN
           ---------------------------

           The Company has an incentive stock option plan for key employees,
           reserving 850,000 shares of common stock for issuance upon the
           exercise of options granted under the plan. The options expire 10
           years from date of grant (5 years for grantees who hold 10% or more
           of the Company voting power) and are exercisable one year from the
           date of the grant on a cumulative basis at the rate of 25% of the
           total number of shares covered by the grant. As of June 30, 2000,
           options on 435,000 shares have been exercised at $.06 per share;
           options on 150,000 shares at $.06 per share are outstanding and
           exercisable and expire in December, 2002; leaving options on 265,000
           shares available under the plan.





                                      -17-


<PAGE>



                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                   Notes to Consolidated Financial Statements
                          June 30, 2000, 1999 and 1998

11.        COMMON STOCK AND STOCK WARRANTS
           -------------------------------
           During the year ended June 30, 1995, the Company issued convertible
           subordinated debentures. These debentures are redeemable by the
           Company upon at least 30 days notice at any time after December 30,
           1995, and will be convertible into common shares of the Company. The
           holders of the debentures may convert the debentures into common
           shares of the Company at any time prior to 5:00 pm on June 30, 2001.

           Accompanying each $25,000 debenture is a non-detachable warrant. Each
           non-detachable warrant enables the holder to purchase up to an
           additional 33,333 shares at an exercise price of $.85 per share. The
           warrants can only be exercised coincidentally with the conversion of
           the debenture.

           The Company has an outstanding warrant to purchase 60,000 common
           shares at $.40 per share. The warrant was issued in connection with
           the purchase of equipment in 1994 and expires December 31, 2001.

           The Company also has an outstanding warrant to purchase 30,000 common
           shares at $.40 per share. The warrant was issued in connection with
           the refinancing of debt in 1999 and expires October 22, 2002.

           During the year ended June 30, 1995, the Company acquired the
           operating rights to a new chemical process. As part of the purchase
           price, the Company was obligated to issue 100,000 common shares upon
           the transfer of clear title to certain patent pending rights and
           receipt of $.06 per share. An additional 100,000 common shares must
           be issued when the patent is accepted. Also, 300,000 common shares
           must be issued based upon the Company attaining certain sales levels
           of the new chemical process. All common shares issued under this
           agreement require payment of $.06 per share.

12.        MINORITY INTEREST
           -----------------

           Coating Technology, Inc. is in the business of electroless nickel and
           aluminum anodizing operations. On January 1, 2000, The Metal Arts
           Company, Inc. purchased the 30% minority interest owned by another
           party. The accounts of Coating Technology, Inc. for the years ended
           June 30, 2000 and 1999 are included in the consolidated financial
           statements of the Company. Recognition has been made of a minority
           interest representing the 30% interest owned by another party for the
           six months ended December 31, 2000 and for the years ended June 30,
           1999 and 1998.

           No minority interest is recognized for The Bastian Company, Inc. due
           to its shareholder's deficiency.

13.        SIGNIFICANT CUSTOMERS AND CONCENTRATION OF CREDIT RISK
           ------------------------------------------------------

           During the year ended June 30, 2000, Coating Technology, Inc. had one
           customer who accounted for 12% of consolidated sales. During the year
           ended June 30, 2000, The Bastian Company, Inc. had one customer who
           accounted for 15% of consolidated sales.




                                      -18-


<PAGE>



                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                   Notes to Consolidated Financial Statements
                          June 30, 2000, 1999 and 1998

13.        SIGNIFICANT CUSTOMERS AND CONCENTRATION OF CREDIT RISK (Continued)
           ------------------------------------------------------

           During the year ended June 30, 1999, Coating Technology, Inc. had one
           customer who accounted for 11% of consolidated sales. During the year
           ended June 30, 1999, The Bastian Company, Inc. had one customer who
           accounted for 21% of consolidated sales.

           During the year ended June 30, 1998, The Bastian Company, Inc. had
           one customer who accounted for 18% of consolidated sales.

           The Company grants credit to its customers, substantially all of whom
           are manufacturers located in Western New York. Two Coating
           Technology, Inc. customers comprised 30% of accounts receivable at
           June 30, 2000. One Coating Technology, Inc. customer comprised 12%
           and 13% of accounts receivable at June 30, 2000 and 1999,
           respectively.

14.        INCOME TAXES
           ------------

           Provision for income taxes was determined as follows:
<TABLE>
<CAPTION>

                                                                      2000                1999                 1998
                                                                      ----                ----                 ----

<S>                                                              <C>                  <C>                 <C>
           Loss before income taxes                                  $ 775,987            $(153,930)          $(133,248)
           Excess tax depreciation                                     (38,466)             (18,439)              2,190
           State income tax                                               (425)                (975)               (975)
           Minority interest in income of subsidiary                    14,700              (35,440)             (6,280)
           Net operating loss carryforward (utilized)                  (79,938)             193,111             100,343
           Life insurance proceeds                                    (690,297)                   -                   -
           Other                                                        18,439               15,673              39,975
                                                               ---------------      ---------------         -----------

           Federal taxable income                              $             -      $             -         $     2,005
                                                               ===============      ===============         ===========

           Federal statutory income tax                        $             -      $             -        $        301
           Federal alternative minimum tax credit                            -                    -                (301)
           State income tax                                                425                  975                 975
           Deferred                                                      6,500                1,600              14,000
                                                               ---------------      ---------------         -----------

           Provision for income taxes                          $         6,925          $     2,575         $    14,975
                                                               ===============      ===============         ===========


</TABLE>


           Financial Accounting Standards Board Statement of Financial
           Accounting Standards No. 109 (FASB 109), "Accounting for Income
           Taxes" requires that an asset be recorded for the expected realizable
           value of net operating loss carryforwards and tax credits and a
           corresponding valuation allowance for the amount of tax benefits not
           expected to be realized.







                                      -19-


<PAGE>



                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                   Notes to Consolidated Financial Statements
                          June 30, 2000, 1999 and 1998

14.        INCOME TAXES (Continued)
           ------------

           The Company has recorded a deferred tax asset of $168,000 reflecting
           the benefit of net operating loss carryforwards and investment tax
           credit carryforwards. Realization is dependent on generating
           sufficient taxable income prior to expiration of the net operating
           loss and investment tax credit carryforwards. Although realization is
           not assured, management believes it is more likely than not that all
           of the deferred tax asset will be realized. The amount of the
           deferred tax asset considered realizable, however, could be reduced
           in the near term if estimates of future taxable income during the
           carryforward period are reduced.

           At June 30, 2000, the Company has the following net operating loss
           deduction carryforwards available for federal income tax purposes:

                     YEAR OF
                   EXPIRATION              AMOUNT
                   ----------              ------
                     2003               $   521,466
                     2005                   262,697
                     2009                   139,202
                     2010                   525,264
                     2011                   152,000
                     2012                   124,000
                     2013                   109,000
                     2019                   269,000
                                       ------------
                                         $2,102,629

           $1,227,787 of the net operating loss carryforward is attributable to
           The Bastian Company, Inc.  See SUBSEQUENT EVENTS.
                                          -----------------

           Coating Technology, Inc. has approximately $102,000 of New York State
           investment tax credit carryforwards that expire in various years from
           2004 to 2015 and federal and New York State alternative minimum tax
           credit carryforwards of approximately $5,300.

           Deferred income taxes consist of:

<TABLE>
<CAPTION>

                                                            2000                 1999
                                                            ----                 ----
           Assets
<S>                                                     <C>                 <C>
                NOL carryforward                        $   758,600         $   776,100
                Federal tax credit carryforwards                  -               1,000
                NYS tax credit carryforwards                107,300             103,100
                Allowance for doubtful accounts               2,200               2,200
                Valuation allowance                        (630,000)           (645,600)
                                                       ------------        ------------
           Net deferred tax assets                          238,100             236,800
           Liabilities
                Accelerated depreciation                     70,100              62,300
                                                       ------------       -------------

                                                        $   168,000         $   174,500
                                                        ===========         ===========
</TABLE>



                                      -20-


<PAGE>




                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                   Notes to Consolidated Financial Statements
                          June 30, 2000, 1999 and 1998

14.        INCOME TAXES (Continued)
           ------------

           Deferred taxes are classified as current or non-current, depending on
           the classification of the assets and liabilities to which they
           relate. Deferred taxes arising from temporary differences that are
           not related to an asset or liability are classified as current or
           non-current depending on the periods in which the temporary
           differences are expected to reverse. The net deferred tax asset is
           presented on the balance sheet as follows:

                                                2000                  1999
                                                ----                  ----

            Net current deferred tax asset    $     43,000       $       7,400
            Net long-term deferred tax asset       125,000             167,100
                                              ------------        ------------

                                              $    168,000       $     174,500
                                              ============       =============

15.        COMMITMENTS
           -----------

           The Bastian Company, Inc. has a month to month lease with the City of
           Geneva. In addition to the monthly rental in the amount of $4,355,
           the Company is also responsible for its use of water and electricity.

           Coating Technology has entered into a ten-year lease agreement for
           its new manufacturing and office space. The lease requires monthly
           rental payments of $5,958 from September 1, 1997 until December 31,
           2000. The annual rent as of January 1, 2001, and each January 1st
           thereafter, shall be increased by the percentage increase in the
           consumer price index for the previous calendar year, but in no event,
           more than three percent in any year. In addition, the Company is also
           responsible for its own utilities. Minimum lease payments as of June
           30, 2000 are as follows:

                        YEAR                         AMOUNT
                        ----                         ------

                        2001                     $     71,496
                        2002                           71,496
                        2003                           71,496
                        2004                           71,496
                        2005                           71,496
                        Thereafter                    119,160
                                                 ------------
                                                  $   476,640
                                                  ===========

           Consolidated rent expense for each of the years ended June 30, 2000,
           1999 and 1998 was approximately $123,762, $193,222 and $214,735,
           respectively.

           During the year ended June 30, 1995, the Company entered into a
           royalty agreement in conjunction with the purchase of the operating
           rights to a new chemical process. The agreement requires royalty
           payments of 2% of gross sales of the new chemical process throughout
           the former owner's lifetime. As of June 30, 2000, no royalties were
           due under this agreement.




                                      -21-



<PAGE>

                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

                   Notes to Consolidated Financial Statements
                          June 30, 2000, 1999 and 1998

15.        COMMITMENTS (Continued)
           -----------

           In addition, the Company entered into a licensing agreement for an
           existing chemical process. The agreement requires licensing fees
           equal to 50% of the Company's net profit on sales of this process. As
           of June 30, 2000, no fees were due under this agreement.

16.        BENEFIT PLAN
           ------------

           Coating Technology, Inc. has a salary reduction plan pursuant to
           Section 401(k) of the Internal Revenue Code that covers all eligible
           employees. Employees are eligible for participation in the plan after
           the completion of six months of service and attainment of age
           twenty-one. Under terms of the plan, the Company contributes up to
           1.25% of each participant's compensation. Also, Coating Technology,
           Inc. may make additional contributions to the plan at its discretion.
           Coating Technology, Inc.'s contributions to the plan amounted to
           $3,178 in 2000, $2,659 in 1999 and $3,328 in 1998.

17.        TRANSACTIONS WITH RELATED PARTIES
           ---------------------------------

           Amounts due to/from shareholder do not bear interest, are unsecured
           and have no fixed repayment terms.

18.        SUBSEQUENT EVENTS
           -----------------
           On August 23, 2000, the Company transferred its shares of The Bastian
           Company, Inc. There was no gain or loss on this transaction.
           Therefore, as of that date Bastian is no longer a subsidiary of The
           Metal Arts Company, Inc. If the sale had occurred on June 30, 2000,
           the consolidated balance sheet would have been as follows:


<TABLE>
<CAPTION>

                                                                    AS REPORTED            PROFORMA
                                                                        IN                ADJUSTMENTS
                                                                   ACCOMPANYING               FOR               PROFORMA
                                                                     FINANCIAL            SUBSEQUENT             BALANCE
                                                                    STATEMENTS              EVENTS                SHEET

<S>                                                              <C>                 <C>                  <C>
           Total current assets                                      $   649,154         $   (129,721)        $   519,433
           Total property, plant and equipment (net)                   1,205,547             (198,905)          1,006,642
           Total other assets                                            635,198             (210,896)            424,302
                                                                    ------------                             ------------
                     Total assets                                     $2,489,899                               $1,950,377
                                                                      ==========                               ==========

           Total current liabilities                                  $2,499,697          $(1,416,320)         $1,083,377
           Total non-current liabilities                                 379,540                    -             379,540
           Total shareholder's equity (deficit)                         (389,338)             876,798             487,460
                                                                    ------------                             ------------
                     Total liabilities and shareholder's equity       $2,489,899                               $1,950,377
                                                                     ===========                             ============

</TABLE>





                                      -22-





<PAGE>



                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------


<TABLE>
<CAPTION>

                      SCHEDULE II - AMOUNTS RECEIVABLE FROM
                        RELATED PARTIES AND UNDERWRITERS,
               PROMOTERS, AND EMPLOYEES OTHER THAN RELATED PARTIES

                For the Years Ended June 30, 2000, 1999 and 1998

                                       BALANCE AT                                                         BALANCE
                                        BEGINNING                           AMOUNTS        AMOUNTS         AT END
NAME OF DEBTOR                           OF YEAR          ADDITIONS         COLLECTED     WRITTEN OFF     OF YEAR
--------------                           -------          ---------         ---------     -----------     -------

June 30, 2000
<S>                                   <C>                <C>              <C>          <C>              <C>
N/A                                      $     -            $    -           $    -       $    -           $    -
                                         ========           =======          =======      =======          ======

June 30, 1999
N/A                                      $     -            $    -           $    -       $    -           $    -
                                         ========           =======          =======      =======          ======

June 30, 1998
N/A                                      $     -            $    -           $    -       $    -           $    -
                                         ========           =======          =======      =======          ======


</TABLE>



                                      -23-



<PAGE>

                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------
<TABLE>
<CAPTION>

                   SCHEDULE V - PROPERTY, PLANT AND EQUIPMENT

                For the Years Ended June 30, 2000, 1999 and 1998

                                               BALANCE AT                                  BALANCE
                                               BEGINNING       ADDITIONS                    AT END
CLASSIFICATION                                 OF YEAR         AT COST      RETIREMENTS    OF YEAR
--------------                                 ----------      ---------    ------------    -------

June 30, 2000

<S>                                            <C>          <C>        <C>          <C>
     Leasehold improvements                       $  258,078   $   --     $     --     $  258,078
     Machinery and equipment                       3,299,706    419,834         --      3,719,540
     Furniture and fixtures                          101,133      2,708         --        103,841
     Vehicles                                             --     11,758         --         11,758
                                                  ----------   ----------   ---------   ----------

                                                  $3,658,917   $  434,300   $    --     $4,093,217
                                                  ==========   ==========   =========   ==========

June 30, 1999

     Leasehold improvements                       $  258,078   $   --     $     --     $  258,078
     Machinery and equipment                       3,067,431    232,275         --      3,299,706
     Furniture and fixtures                           96,048      5,085         --        101,133
                                                  ----------   ----------   ---------   ----------


                                                  $3,421,557   $  237,360   $    --     $3,658,917
                                                  ==========   ==========   =========   ==========

June 30, 1998

     Leasehold improvements                       $  250,801   $  7,277   $     --     $  258,078
     Machinery and equipment                       2,755,690    311,741         --      3,067,431
     Furniture and fixtures                           93,072      2,976         --         96,048
-----------------------------------------------   ----------   --------   ----------   ----------

                                                  $3,099,563   $  321,994   $    --     $3,421,557
                                                  ==========   ==========   ==========   =========


</TABLE>



                                      -25-




<PAGE>


                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

           SCHEDULE VI - ACCUMULATED DEPRECIATION AND AMORTIZATION OF
                          PROPERTY, PLANT AND EQUIPMENT

                For the Years Ended June 30, 2000, 1999 and 1998


<TABLE>
<CAPTION>

                                             ADDITIONS
                              BALANCE AT     CHARGED TO                  BALANCE
                              BEGINNING      COSTS AND                   AT END
        CLASSIFICATION           YEAR        EXPENSES     RETIREMENTS    OF YEAR
        --------------           ----        --------     -----------    -------

June 30, 2000

<S>                         <C>           <C>          <C>          <C>
     Leasehold improvements   $    67,512   $    9,915   $     --     $   77,427
     Machinery and equipment    2,544,245      174,795         --      2,719,040
     Furniture and fixtures        79,326        9,526         --         88,852
     Vehicles                        --          2,351         --          2,351
                                ---------    ----------   ----------   ----------

                              $ 2,691,083   $  196,587   $     --     $2,887,670
                              ===========    ==========   ==========   ==========

June 30, 1999

     Leasehold improvements    $   57,059   $   10,453   $     --     $   67,512
     Machinery and equipment    2,409,023      135,222         --      2,544,245
     Furniture and fixtures        68,307       11,019          --        79,326
                              -----------   ----------   ----------   ----------

                               $2,534,389   $  156,694   $     --     $2,691,083
                               ==========   ==========   ==========   ==========

June 30, 1998

     Leasehold improvements    $   47,030   $   10,029   $     --     $   57,059
     Machinery and equipment    2,299,304      109,719         --      2,409,023
     Furniture and fixtures        56,825       11,482         --         68,307
                               ----------   ----------   ----------   ----------

                               $2,403,159  $  131,230   $     --     $2,534,389
                               ==========  ==========   ==========   ==========

</TABLE>







                                      -25-





<PAGE>


                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES
                  ---------------------------------------------

          SCHEDULE VII - VALUATION AND QUALIFYING ACCOUNTS AND RESERVES

                For the Years Ended June 30, 2000, 1999 and 1998



<TABLE>
<CAPTION>
                                                                 ADDITIONS
                                                   BALANCE AT    CHARGED TO                    BALANCE
                                                    BEGINNING     COSTS AND                    AT END
DESCRIPTION                                          OF YEAR      EXPENSES        DEDUCTIONS   OF YEAR
-----------                                          -------      --------        ----------   -------
Allowance for doubtful
accounts - deducted from
accounts and notes receivable
in the balance sheet
<S>                                               <C>          <C>              <C>          <C>
June 30, 2000                                        $ 35,000     $     -          $     -      $ 35,000
                                                     =========    ========         ========     ========

June 30, 1999                                        $ 35,000     $     -          $     -      $ 35,000
                                                     =========    ========         ========     ========

June 30, 1998                                        $ 35,000     $     -          $     -      $ 35,000
                                                     =========    ========         ========     ========



</TABLE>













                                      -26-






<PAGE>

                                       24
                  THE METAL ARTS COMPANY, INC. AND SUBSIDIARIES

             SCHEDULE X - SUPPLEMENTARY INCOME STATEMENT INFORMATION

                For the Years Ended June 30, 2000, 1999 and 1998
<TABLE>
<CAPTION>

                                                    ITEM CHARGED TO COSTS AND EXPENSES
                                                    ----------------------------------

                                                2000             1999            1998
                                                ----             ----            ----

<S>                                          <C>               <C>            <C>
Maintenance and repairs                      $   29,938        $    60,400    $      94,581
                                             ===========       ============   =============
Depreciation and amortization of
     Intangible assets, pre-operating
     costs and similar deferrals             $   27,596                 *                *
                                             ===========     ==============   ==============
                                                     *                  *                *
Taxes, other than payroll and income taxes
                                             ===========     ==============   ==============
                                                     *                  *                *
Royalties
                                             ===========     ==============   ==============
                                                     *                  *                *
Advertising costs
                                             ===========     ==============   ==============
                                                     *                  *                *
<FN>
*Less than 1% of total sales
</FN>

</TABLE>











                                      -27-




<PAGE>

                                     PART I
                                    SIGNATURE

           Pursuant to the requirements of Section 13 or 15 (d) of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned thereunto duly authorized.

                                    THE METAL ARTS COMPANY, INC.


Date:  04-25-01                     By:    STANLEY J. DAHLE
                                           -----------------
                                           Stanley J. Dahle
                                           President and
                                           Chief Executive Officer




           Pursuant to the requirement of the Securities Exchange Act of 1934,
this Report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated:

SIGNATURE                TITLE                            DATE
---------                -----                            ----

STANLEY J. DAHLE         Chairman, President
----------------         Chief Executive Officer          04-25-01
Stanley J. Dahle         and Director










                                      -28-