U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-QSB
              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                  For the quarterly period ended July 31, 1999

                                       OR

              [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
               For the transition period from ________ to ________



                                 TechLite, Inc.
             (Exact name of registrant as specified in its charter)


    Oklahoma                         333-68071                      73-1522114
 --------------             --------------------------            --------------
    (state of                 (Commission File Number)             (IRS Employer
 incorporation)                                                    I.D. Number)


                         6106 East 32nd Place, Suite 101
                                 Tulsa, OK 74135
                                  918-664-1441
          ------------------------------------------------------------
             (Address and telephone number of registrant's principal
               executive offices and principal place of business)



     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  twelve  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 ___ No X (The registrant  became
subject to filing requirements on September 13, 1999.)

     As of July 31, 1999, there were 244,444 shares of the  Registrant's  Common
Stock, par value $0.001 per share, outstanding.

     Transitional Small Business Disclosure Format (check one): Yes ___ No X



<PAGE>



                         PART I - FINANCIAL INFORMATION



Item 1.        Financial Statements

                                 TECHLITE, INC.
                                 -------------
                          (A Development Stage Company)

                                  BALANCE SHEET
                                  -------------

                                  JULY 31, 1999
                                  -------------





<TABLE>
<CAPTION>


ASSETS

<S>                                                              <C>
   Cash - on deposit in trust account                            $ 245
                                                                 =====



STOCKHOLDER'S EQUITY

   Preferred stock - Authorized 10,000,000 shares,
      $0.001 par value - none issued

   Common stock - 40,000,000 shares authorized,
      $0.001 par value, 244,444 shares issued                      245
                                                                 -----
                                                                 $ 245
                                                                 =====
</TABLE>
















                   The accompanying notes are an integral part
                             of this balance sheet.


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<PAGE>



                                 TECHLITE, INC.
                                 -------------
                          (A Development Stage Company)

                             NOTES TO BALANCE SHEET
                             ----------------------
                                  JULY 31, 1999
                                  -------------

(1)  ORGANIZATION

     TechLite,  Inc. (the Company) was organized in accordance  with the General
Corporation  Act of the State of  Oklahoma  on June 3, 1997,  for the purpose of
merging with TechLite Applied Sciences,  Inc.  (TechLite Applied  Sciences),  an
Oklahoma  corporation.  The Company has no business  operations  or  significant
capital and has no intention of engaging in any active  business until it merges
with TechLite Applied  Sciences.  Should the merger not occur, the Company would
seek other business  opportunities,  and if none were found,  could be dissolved
within 18 months  by a vote of the  majority  of its  common  stockholders.  The
Company is a development-stage company organized for the merger described below.

     The sole  officer  and  director  of the  Company  is a  stockholder,  vice
president and director of SuperCorp Inc., the Company's parent.

     Stock of the Company is owned 80 percent by  SuperCorp  Inc. and 20 percent
by two  insiders.  The 80 percent of the stock owned by SuperCorp  Inc.  will be
distributed  to its  stockholders  upon the  effectiveness  of the  registration
statements  to be filed  with  the  Securities  and  Exchange  Commission  and a
favorable vote of SuperCorp  Inc.'s  stockholders  on the proposed  merger.  The
distributed  stock  will  initially  be held in  escrow  according  to an Escrow
Agreement dated April 17, 1998, among SuperCorp Inc., the Company,  and Bank One
Trust Company, NA, Oklahoma City.

(2)  MERGER AGREEMENT

     The Company  agreed on October 16,  1998,  to merge with  TechLite  Applied
Sciences.  TechLite Applied Sciences is an operating  company in the business of
retrofitting lighting fixtures to obtain reductions in electricity  consumption.
The Company will be the surviving corporation  (Survivor),  but TechLite Applied
Sciences will elect all  directors  and officers of the Survivor.  All currently
outstanding  stock of TechLite Applied Sciences in the hands of its stockholders
will be cancelled and  converted  into  2,209,903  shares of Common Stock of the
Company when the merger is effective.  The merger of TechLite  Applied  Sciences
and the Company should qualify as a nontaxable reorganization under the tax laws
of the United States.

     The  merger  is  contingent  upon  the  effectiveness  of the  registration
statements,  and upon the  stockholders  of the  Company  and  TechLite  Applied
Sciences approving the proposed merger.  Because the Company is only a corporate
shell and not an operating entity,  the proposed merger will be accounted for as
if  TechLite  Applied  Sciences  recapitalized.   Additionally,  the  historical
financial  statements  for the  Company  prior  to the  merger  will be those of
TechLite  Applied  Sciences.  Upon completion of the proposed  merger,  TechLite
Applied Sciences will own 2,209,903 shares of

                                        3

<PAGE>



Common Stock of the Company or 90% of its voting shares.  The fiscal year of the
Company will be December 31.

(3)  COMMON STOCK OPTIONS

     The sole director and  stockholders  approved the 1998 Stock Option Plan of
the Company  whereby,  at the  discretion  of the directors or of a Stock Option
Committee appointed by the board of directors,  invited employees of the Company
or directors of the Company or  consultants  to the Company will have the option
of  subscribing  to common shares of the Company based on a price  determined by
the  directors or Stock Option  Committee.  The number of shares  subject to the
Plan are 500,000. No options have been granted in accordance with this Plan.

(4)  SUBSEQUENT EVENTS

     On October 21, 1999 the  proposed  merger  between the Company and TechLite
Applied Sciences, Inc. became effective.  See Note (2) above. The 244,444 shares
of Common  Stock of the Company held in escrow at Bank One Trust  Company,  N.A.
were  distributed to the SuperCorp  shareholders  (see Note (1) above),  and the
2,209,903  shares of Common Stock of the Company  registered for the merger were
distributed to the shareholders of TechLite Applied Sciences,  Inc. Incorporated
by reference  herein are (1) the pre- merger  financial  statements  of TechLite
Applied Sciences,  Inc. (pages F-5 through F-15 of the Company's Amendment No. 4
to Form SB-2 Registration Statement,  Commission File No. 333-68071) and (2) the
Pro Forma Statements of Financial Condition and Income, which give effect to the
merger (pages 15 through 16 of the same document).


Item 2.        Management's Plan of Operation

     On October 21, 1999 the Company merged with TechLite Applied Sciences, Inc.
Incorporated  by reference  herein are  Management's  Discussion and Analysis of
Financial  Condition  and  Results of  Operations  and  Description  of TechLite
Applied Sciences' Business which appear, respectively,  on pages 23 to 26 and on
pages  26 to 34 of the  Company's  Amendment  No.  4 to Form  SB-2  Registration
Statement, Commission File No. 333-68071.


Item 6.        Exhibits and Reports on Form 8-K

(a)  Exhibits

     Exhibit                                           Item
     -------                                           ----
     2.1          -      Agreement of Merger of October 16, 1998, between
                         TechLite, Inc. and TechLite Applied Sciences,
                         Inc.*

     3.1          -      Articles of Incorporation of TechLite, Inc.*

     3.2          -      Bylaws of TechLite, Inc.*


                                        4

<PAGE>


     10            -      Escrow Agreement among TechLite, Inc.; SuperCorp
                          Inc.; and Bank One Trust Company, NA, Oklahoma
                          City, Oklahoma.*

     10.1          -      1998 Stock Option Plan adopted by TechLite, Inc.*

     10.2          -      Representative agreement among certain shareholders
                          of SuperCorp relating to compliance with SEC Rule
                          419.*

     23            -      Consent of Thomas J. Kenan, Esq. to the reference
                          to him as an attorney who has passed upon certain
                          information contained in the Registration
                          Statement.*

     23.13         -      Consent of Causon & Westhoff, independent
                          auditors of TechLite Applied Sciences, Inc.**

     23.14         -      Consent of Hogan & Slovacek, independent auditors
                          of TechLite, Inc.**

     27            -      Financial Data Schedule.*

     *      Previously filed with Form SB-2; incorporated herein.
     **     Previously filed with Amendment No. 4 to Form SB-2; incorporated
            herein.

(b)  Reports on Form 8-K

     No reports on Form 8-K were filed during the quarter for which this
report is filed.




                                   SIGNATURES

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

Date:  November 08, 1999                    TechLite, Inc.



                                             By /s/J.D. Arvidson
                                                ------------------------------
                                                J.D. Arvidson, Chief Executive
                                                   Officer

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