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

                                   FORM 10-QSB

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

       For the quarterly period ended March 31, 2001

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

       For the transition period from ______ to _______.

                        Commission File Number 000-21627


                 Safe Alternatives Corporation of America, Inc.
     -----------------------------------------------------------------------
                 (Name of small business issuer in its charter)

          Florida                                                 06-1413994
-------------------------------                               ------------------
(State or other jurisdiction of                              (I.R.S. Employer
Incorporation or organization)                               Identification No.)

                 440 Main Street, Ridgefield, Connecticut 06877
                 -----------------------------------------------
                (Current Principal Executive Offices) (Zip Code)

                    Issuer's Telephone Number: (203) 438-4918

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the Registrant was required to file such report(s), and (2) has been
subject to such filing requirements for the past 90 days. Yes    No X
                                                             ---   ---

As of March 31, 2001,  there were  54,580,960  shares of Common Stock issued and
outstanding.


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

<PAGE>




                 SAFE ALTERNATIVES CORPORATION OF AMERICA, INC.
                 FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED
                             MARCH 31, 2001 AND 2000








<PAGE>

PART I: FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS:



                 SAFE ALTERNATIVES CORPORATION OF AMERICA, INC.
                                TABLE OF CONTENTS





Balance Sheets,
March 31, 2001 and 2000                                                  1

Statements of Operations,
For the Three Months Ended March 31, 2001 and 2000                       2

Statements of Cash Flows,                                                3
For the Three Months Ended March 31, 2001 and 2000

Notes to Financial Statements                                          4 - 6


<PAGE>

                 SAFE ALTERNATIVES CORPORATION OF AMERICA, INC.
                                 Balance Sheets
                             MARCH 31, 2001 AND 2000

                                                        2001            2000
                                                   ------------    ------------
                                     ASSETS

Current Assets:
  Cash                                             $      6,423    $        956
  Accounts receivable - net of allowance
    of $5,000 and $0 for 2001 and 2000                    4,509          15,919
                                                   ------------    ------------
  Total current assets                                   10,932          16,875
                                                   ------------    ------------


Property and Equipment, Net                              29,800          37,383
                                                   ------------    ------------


Loan Restructuring Costs                                      0         273,649
                                                   ------------    ------------



                                                   $     40,732    $    327,907
                                                   ============    ============



                      Liabilities and Stockholders' Deficit


Current Liabilities:
  Accounts payable and other accrued expenses      $    446,748    $    357,912
  Current maturities of stockholders' loans             926,900         926,900
  Convertible debentures                                726,500         726,500
                                                   ------------    ------------

  Total current liabilities                           2,100,148       2,011,312
                                                   ------------    ------------
Other Liabilities:
  Loss contingency                                      140,000          26,000
                                                   ------------    ------------

  Total other liabilities                               140,000          26,000
                                                   ------------    ------------

Stockholder's Deficit:
  Common stock, $.0001 par value,
   200,000,000 shares authorized;
   issued(including shares in treasury)
   54,580,960 shares in 2001 and                        110,747          83,247
   30,330,960 in 2000
  Additional paid-in capital                         15,528,674      15,528,674
  Accumulated deficit                               (17,840,996)    (17,323,485)
  Subscriptions issuable                                  2,160           2,160
                                                   ------------    ------------

                                                     (2,199,415)     (1,709,404)

  Treasury stock                                             (1)             (1)
                                                   ------------    ------------

  Total stockholders' deficit                        (2,199,416)     (1,709,405)
                                                   ------------    ------------


                                                   $     40,732    $    327,907
                                                   ============    ============




                                        1

<PAGE>

                 SAFE ALTERNATIVES CORPORATION OF AMERICA, INC.
                            Statements of Operations
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000




                                                2001             2000
                                            ------------    ------------

Sales                                       $     26,049    $     15,024

Cost of Goods Sold                                11,497           9,166
                                            ------------    ------------

Gross Profit                                      14,552           5,858
                                            ------------    ------------

Operating Costs:
  Selling, general and administrative             22,556          28,553
  Research and development                          --              --
  Depreciation and amortization                    1,896           1,896
                                            ------------    ------------

  Total operating costs                           24,452          30,449
                                            ------------    ------------

Loss from Operations                              (9,900)        (24,591)
                                            ------------    ------------

Other Expenses:
    Interest expense - stockholders' loan        (18,538)        (18,538)
    Interest expense - convertible notes         (10,898)        (10,898)
    Extraordinary item                          (273,649)
                                            ------------    ------------

  Total other expenses                          (303,085)        (29,436)
                                            ------------    ------------

Net Loss Before Extraordinary Item          $   (312,985)   $    (54,027)
                                            ============    ============

Net Loss per Common Share                   $     (.0057)   $     (.0017)
                                            ============    ============

Average Number of Common Shares               54,580,960      30,330,960
                                            ============    ============


                                        2

<PAGE>


                 SAFE ALTERNATIVES CORPORATION OF AMERICA, INC.
                            StatementS of Cash Flows
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000


                                                          2001         2000
                                                        ---------    ---------
Cash Flows from Operating Activities:

Net Loss                                                 $(312,985)   $ (54,027)

Adjustments to reconcile net loss to
  net cash provided (used) in operating
  activities:
   Depreciation and amortization                             1,896        1,896
   Extraordinary item                                      273,649



  Changes in assets and liabilities:
   Accounts receivable                                       7,486       17,706
   Accounts payable and accrued expenses                    29,139       23,915
                                                         ---------    ---------

Net Cash Used in Operating Activities                         (815)     (10,510)
                                                         ---------    ---------

Net Cash Flows from Financing Activities:
   Net proceeds from issuance of common
    stock and subscriptions                                   --         10,000
                                                         ---------    ---------

Net Cash Provided by Financing Activities                     --         10,000
                                                         ---------    ---------

Net Decrease in Cash                                          (815)        (510)

Cash, Beginning of Year                                      7,238        1,466
                                                         ---------    ---------

Cash, End of Period                                      $   6,423    $     956
                                                         =========    =========


                                        3

<PAGE>


                 SAFE ALTERNATIVES CORPORATION OF AMERICA, INC.
                          NOTES TO FINANCIAL STATEMENTS
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000

1. Basis of Presentation
------------------------

The accompanying unaudited financial statements have been prepared in accordance
with  generally  accepted  accounting   principles  for  the  interim  financial
information.  Accordingly,  they  do not  include  all of  the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial  statements.  In the  opinion of  management  of the  management,  all
adjustments  of a normal  recurring  nature  necessary for a fair statement have
been included.

The financial statements and notes are condensed as permitted by Form 10-QSB and
do not contain certain information  included in the annual financial  statements
and notes of the Company.

Method of Accounting
--------------------

The financial  statements  are prepared  using the accrual basis of  accounting.
Generally accepted  accounting  principles  requires  management,  under certain
circumstances,  to make  estimates  and  assumptions  that  affect  the  amounts
reported in the financial  statements  and  accompanying  notes.  Actual results
could differ from those estimates.

Earnings Per Share
------------------

The following  data show the amounts used in computing  earnings per share as of
March 31, 2001 and 2000, respectively.

                                                        2001            2000
                                                   ------------    ------------



     Loss used in basic EPS                        $   (312,985)   $    (54,027)
                                                   ============    ============
     Weighted average number of common
       shares used in basic EPS                      54,580,960      30,330,960
                                                   ============    ============

     Net loss per common share                     $     (.0057)   $     (.0017)
                                                   ============    ============


Property, Plant and Equipment
-----------------------------

Property,  plant and equipment are recorded at cost. Depreciation is provided on
a  straight-line  basis over estimated  useful lives of the  respective  assets.
Leasehold  improvements  are  depreciated  over the shorter of the lease term or
economic life of the related improvement. Maintenance and repairs are charged to
expense as incurred; major renewals and betterments are capitalized.  When items
of  property,  plant and  equipment  are sold or retired,  the related  cost and
accumulated  depreciation  are removed from the accounts and any gain or loss is
included in the results of operations.





                                        4

<PAGE>


                 SAFE ALTERNATIVES CORPORATION OF AMERICA, INC.
                          NOTES TO FINANCIAL STATEMENTS
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000



2. Property and Equipment
-------------------------

As of March 31, 2001 and 2000 property and equipment consisted of the following:

                                              2001        2000
                                            ---------   ---------

     Equipment                              $  29,288   $  29,288
     Furniture & Fixtures                      10,008      10,008
     Leasehold Improvements                    11,468      11,468
                                            ---------   ---------
                                               50,764      50,764
     Less: Accumulated depreciation            20,964      13,381
                                            ---------   ---------

     Property and Equipment - Net           $  29,800   $  37,383
                                            =========   =========

Depreciation  expense was $1,896 for the three  months  ended March 31, 2001 and
2000, respectively.

3. Stockholders' Deficit
------------------------

Shares Issued as Compensation and Commission
--------------------------------------------

During the  quarter  ended  March 31,  2001 and 2000,  respectively,  there were
250,000  and 0 fully  vested  shares of the  Company's  common  stock  issued to
outside  consultants  for services  rendered.  The fair value of shares awarded,
based upon the value of Common Stock sold during these periods, were $0 for 2001
and 2000, respectively.


In addition, during quarters ended March 31, 2001 and 2000, respectively,  0 and
18,500,000  fully vested shares of the Company's  Common Stock were issued to an
officer of the Company.  The fair value of shares awarded,  based upon the value
of  Common  Stock  sold  during  these  periods,  were  $0 for  2001  and  2000,
respectively.


4. Extraordinary Item
---------------------

During the first  quarter of 2001,  there was a change in the  treatment  of the
debt  restructuring  that had  occurred  in 1998 that  originally  resulted  the
capitalization  of  intangible  costs.  As per  FAS 15  these  intangible  costs
associated with this debt  restructuring will be classified as "Loss on Troubled
Debt  Restructuring"  and charged against income.  As a result,  to reflect this
change, the capitalized "Loan Restructuring Costs" of $273,649 have been charged
against income as of March 31, 2001.

5. Cash Flow Information
------------------------

The Company  considers all short-term  investments with an original  maturity of
three months or less to be cash equivalents.

Cash paid for  interest  and income taxes for the years ended March 31, 2001 and
2000 were zero.

Non Cash Transaction
--------------------

In 2001 a loss due to  "restructuring  of troubled debt" of $273,649 was charged
against income, as referred to in Note 4.


                                        5

<PAGE>



                 SAFE ALTERNATIVES CORPORATION OF AMERICA, INC.
                          NOTES TO FINANCIAL STATEMENTS
               FOR THE THREE MONTHS ENDED MARCH 31, 2001 AND 2000




6.  Subsequent Events
---------------------

In 2001 the Company entered into a settlement agreement with the Trustee for the
Bankruptcy  Estate of Samuel L.  Beinstein,  whereby the Company  will receive a
Satisfaction  of  Judgement  in exchange for $10,000 to be paid on behalf of the
Company. This settlement was approved by the Bankruptcy Court and is expected to
be completed in February 2002.

In October 2001 the Company issued 4,000,000  shares of restricted  common stock
to the remaining shareholders in the Investor Group. These shares were issued in
consideration of a waiver by the members of the Investor Group of all money owed
to them and the waiver of all rights to or under any stock, options, warrants or
other rights to additional stock in the Company.

As of December  31, 2001,  six (6) holders of the  foregoing  Convertible  Notes
(totaling  $450,000)  agreed to release all obligations  under or as a result of
the  Convertible  Notes in exchange  for the  issuance of a total of  16,624,236
shares of the Company's restricted Common Stock. In addition, two (2) holders of
the foregoing  Convertible  Notes  (totaling  $50,000) have informed the Company
that they have written off the obligations under the foregoing Convertible Notes
and are therefore not interested in any settlement. Therefore, as of January 10,
2002,  the Company was in default in the  amounts of $226,500 in  principal  and
$54,360 in interest for a total of $280,860 in arrearages.






                                        6

<PAGE>


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

Overview:
--------

     The following  discussion and analysis  should be read in conjunction  with
the Company's Financial Statements and notes and the other financial information
elsewhere in this filing. This report contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and Sections 21E of the
Securities  Exchange Act of 1934.  Actual results could differ  materially  from
those  projected  in the  forward-looking  statements  as a  result  of the risk
factors set forth below and  elsewhere  in this  report.  The  Company's  future
operating  results may be affected  by a number of  factors,  including  general
economic conditions,  cyclical factors affecting the Company's industry, lack of
growth in the Company's  end-markets,  and the  Company's  ability to settle its
debts and  manufacture  and sell its products at a profitable,  yet  competitive
price.

     The industry in which the Company  competes is highly  competitive  and the
Company  expects  such  competition  to  continue  in the  future.  Most  of the
Company's competitors are larger than the Company and have substantially greater
financial, technical, marketing and manufacturing resources.

     Our operations are concentrated in a single facility in Derby, Vermont with
one (1) employee and  substantially  reduced  overhead.  Our operations could be
interrupted  by fire or  other  events  beyond  our  control.  We do not  have a
detailed  disaster  plan.  In addition,  we do not carry  business  interruption
insurance to  compensate  us for losses that may occur and any losses or damages
incurred by us could have a material adverse effect on our business.

Results of Operations:
---------------------

Sales; Gross Margins; Net Losses:

     For the three months ended March 31, 2001,  sales increased to $26,049 from
$15,024 for the three months ended March 31, 2000,  representing a 73% increase.
This was due to an increase in the number of sales  representative,  all of whom
are paid on a commission basis.

     The  Company's  gross  margin on sales  increased  from (56%) for the first
three months of 2000 to (39 %) for the first three months of 2001.

     For the three months ended March 31, 2001 and before the extraordinary item
described below, the Company had a net loss of $(39,336), or $(.0007) per share,
as  compared  with  $(54,027)  or  $(.0017)  per share in the same period in the
previous  year.  For the three  months  ended March 31, 2001 and  including  the
extraordinary  item described below, the Company had a net loss of $(312,985) or
$(.0057)  per share,  as compared  with  $(54,027)  or $(.0017)  per share.  The


                                       7

<PAGE>

Company may continue to incur net losses. The increase in the net loss per share
in the three  months ended March 31, 2001 from the same period in 2000 is due to
the increase in net loss due to the "extraordinary item" as mentioned below.

     Selling,  General and Administrative  Expenses. For the three months ending
March 31,  2001,  the  Company  incurred  selling,  general  and  administrative
expenses of $22,555,  as compared to $28,553 in the same period in the  previous
year.  Calculations  with  respect to the  percentage  of  selling,  general and
administrative expenses to sales are not meaningful.

     Research and Development.  For the quarters ending March 31, 2001 and 2000,
the Company did not have any research and development expenses. The research and
development  of the Company's  product lines were  terminated in 1998 due to the
Company's financial condition. The research facility in Brookfield,  CT was also
closed in 1998.  Calculations  with  respect to the  percentage  of research and
development expenses relative to sales are not meaningful.

     Liquidity and Capital Resources. The Company has never generated sufficient
revenues  to  finance  its  operations  and has been able to remain in  business
solely as a result of raising  capital and settling its debt. At March 31, 2001,
the Company had current assets of $10,932 and current liabilities of $2,100,149.
As of March 31, 2001, the Company was able to operate at a near breakeven  level
based upon the reduction of costs associated with sales.  The Company's  ability
to  continue as a going  concern in the near term is  dependent  upon  obtaining
additional financing and continuing to settle its debt.

     Extraordinary Item. During the first quarter of 2001, there was a change in
the  treatment  of the  debt  restructuring  that  had  occurred  in  1998  that
originally  resulted the capitalization of intangible costs. As per FAS 15 these
intangible costs associated with this debt  restructuring  will be classified as
"Loss on Troubled Debt  Restructuring"  and charged against income. As a result,
to reflect this change, the capitalized "Loan  Restructuring  Costs" of $273,649
have been charged against income as of March 31, 2001.

                           PART II: OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS:

     (a) Pending Legal Proceedings:  An adversary proceeding was brought against
the  Company  in July  1997,  in U.S.  Bankruptcy  Court  for  the  District  of
Connecticut,  by Richard Coan,  Trustee for the  Bankruptcy  Estate of Samuel E.
Bernstein (U.S.  Bankruptcy Court,  Dist. Conn.  Adversary  Proceedings File No.
97-5078). The suit seeks a judgment to recover accrued but unpaid wages totaling
approximately  $100,000 for 1995.  Judgment  against the Company and in favor of
the  Trustee  was  entered in this matter on or about April 5, 2000 in the total
amount of $140,000.  On or about October 23, 2001, the Bankruptcy court approved
a settlement  agreement  whereby a  Satisfaction  of Judgment will be entered in
this  matter upon the  Trustee's  receipt of $10,000 to be paid on behalf of the
Company.  This agreement  terminates if not completed on or before  February 15,
2002, unless extended in writing.

                                       8

<PAGE>


     In October 2000,  Seaco  Insurance  Company filed an action  entitled Seaco
Insurance Company v. Safe Alternatives o f America, Inc. (Vermont Orleans County
Court Docket No.  274-10-000SCV)  alleging  non-payment  of insurance  premiums.
Default  judgment  was entered  against the Company on November  21, 2000 in the
total amount of $10,792.36.  Interest shall accrue on this judgment at a rate of
12% per annum and was in the amount of $324 as of March 31, 2001.

     (b)  Pending  Governmental  Proceedings:  The  Company  is not party to any
pending  action  involving  a  governmental  agency  and  is  not  aware  of any
contemplated action by a governmental agency against the Company.

ITEM 2.  CHANGES IN SECURITIES:

     During the first three months of 2001, the Company issued 250,000 shares of
its common stock to Michael Mareneck for services rendered to the Company.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES:

     (a) Defaults In Debt  Obligations:  During 1997 and the first half of 1998,
Messrs.  Sean McNamara,  Nicky Hunt and Richard Hill  (hereinafter "the Investor
Group"),  who are current shareholders and who were Directors of the Company for
part of 1997 and 1998,  advanced  working  capital  loans and  committed to make
loans to the Company in the  aggregate  amount of  approximately  $1.0  million.
During the first quarter of 1998, in consideration  for, among other things, not
demanding  immediate  repayment of the loans, the Company and the Investor Group
agreed  to  exchange  all of such  outstanding  indebtedness  for a  convertible
promissory note (the "Investor Note"),  2,000,000 shares of the Company's Common
Stock with piggyback registrations rights (but which may not be traded until the
$1,300,000  note is converted)  and stock  options.  The Investor Note is in the
aggregate principal amount of $1.3 million, and accrues interest at a rate of 8%
per annum  beginning  January 1, 1998.  The Board  authorized  the  issuance  of
warrants in connection  with the Investor Note that are exercisable for a period
of five years to acquire  1,500,000 shares of Common Stock at $.25 per share and
1,500,000  shares of Common  Stock at $.50 per  share.  In  connection  with the
Investor  Note,  the Company  also  issued  options to acquire  Common  Stock as
follows: options to purchase 2.6 million shares at an exercise price of $.01 per
share,  1.95  million  shares at an exercise  price of $.25 per share,  and 1.95
million  shares at an exercise  price of $.50,  all of which may be exercised at
any time  between June 30, 1999 and June 30, 2003,  the  expiration  date of the
options.  The  Investor  Note is  repayable  as follows:  $433,333 in  principal
amount,  plus interest,  was due and payable on or before  September 9, 1998; an
additional  $433,333 in principal  amount,  plus interest,  was due on or before
January 9, 1999; and any unpaid principal balance, plus interest,  was due on or
before  March 9, 1999.  In addition to any other  remedies  they may have if the
Company  fails  to make  the  principal  payment  on the  shareholder  loans  on
September 9, 1998,  the Company will be obligated to issue to the lender options

                                       9

<PAGE>

to acquire an additional  75,000 shares of Common Stock,  exercisable at a price
of $.01 per share, for each 30 days that the principal  payments are in default.
The Company did not make any of the payments required under these Investor Notes
and was in default.

     On May 29, 1999,  in exchange  for the issuance of 1,000,000  shares of the
Company's  restricted  Common Stock,  Nicky Hunt released the Company from:  (1)
paying any sums due to him,  including  amounts  due to him under the  foregoing
$1.3 million Note; (2) issuing any additional  stock then due or becoming due to
him; and (3) any and all rights he had,  including any right under any option or
warrant, to receive any additional Common Stock from the Company that arose as a
result of his association with the Company.  Messrs.  McNamara and Hill released
the same  obligations  in October 2001 in exchange for the issuance of 4,000,000
shares of the Company's  restricted Common Stock.  Therefore,  as of the date of
the filing of this report, there were no arrearages outstanding.

     In March and April,  1998, the Company issued its 6% Convertible Notes (the
"Notes") in the aggregate  principal  amount of $726,500 in a private  placement
under Rule 505 of Regulation D. Interest on the Notes is payable  semi-annually.
The principal amount of the Notes, together with unpaid interest thereon, is due
and  payable,  if not  earlier  converted,  on  March 3,  1999.  The  Notes  are
convertible  into shares of Common Stock at the option of the holder at any time
following  the  earlier  of (i) 90  days  after  the  filing  of a  registration
statement  with the SEC covering the shares to be received  upon  conversion  or
(ii)  the date the SEC  declares  such  registration  statement  effective.  The
conversion  price per share is the lesser of (i) 70% of the average  closing bid
price  per  share  of  Common  Stock  for the  five  trading  days  prior to the
conversion date or (ii) $0.25. Upon conversion,  any accrued and unpaid interest
is waived by the holder. The Company has the option to repurchase the Notes from
the holder prior to  registration  of the underlying  shares at a premium of 10%
over the purchase  price of the Notes.  The Company  agreed to file with the SEC
not later than June 3, 1998, and use its best efforts to have declared effective
not later than July 3, 1998, a registration statement registering for resale the
shares that would be issued upon  conversion of the Notes.  The Company has made
no payments on these notes;  has not repurchased  these Notes, and is in default
with regard to its registration obligation.

     As of December 31, 2001, six (6) holders of the foregoing Convertible Notes
(totaling  $450,000)  agreed to release all obligations  under or as a result of
the  Convertible  Notes in exchange  for the  issuance of a total of  16,624,236
shares of the Company's restricted Common Stock. In addition, two (2) holders of
the foregoing  Convertible  Notes  (totaling  $50,000) have informed the Company
that they have written off the obligations under the foregoing Convertible Notes
and are therefore not interested in any settlement. Therefore, as of January 10,
2002,  the Company was in default in the  amounts of $226,500 in  principal  and
$54,360 in interest for a total of $280,860 in arrearages.

                                       10

<PAGE>

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

     No matters were submitted to a vote of the shareholders.

     Chester  Greenwood  declined to stand for  re-election as a Director of the
Company  due to a change  in his  residence.  The  remaining  two (2)  Directors
remained unchanged.

ITEM 5.  OTHER INFORMATION:

     Mr. Chester  Greenwood  declined to stand for  re-election as a Director of
the Company due to a change of his residence.  Mr. Greenwood did not express any
disagreement   with  the  Company  on  any  matter  relating  to  the  Company's
operations, policies or practices
and did not submit a formal letter of resignation.

     During the first quarter of 2001,  the Company  reduced the square  footage
that it was leasing in its Derby, Vermont facility to approximately 4,000 square
feet with rent being reduced to $1,000 per month.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K:

     (a)  Exhibits. None.

     (b)  Reports on Form 8-K. None.

                                    SIGNATURE

     Pursuant to the  requirements  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.

Dated this 8th day of February, 2002

                                  SAFE ALTERNATIVES CORPORATION OF AMERICA, INC.

                              By    /s/ Richard J. Fricke
                                  -----------------------

                                  Richard J. Fricke
                                  President, Chief Executive Officer
                                  And Chief Financial Officer


                                       11