<PAGE>
                  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, 2002.


                   Commission file number:     0 - 30215
                                           -----------------


                          SAFARI  ASSOCIATES,  INC.
                ---------------------------------------------
       (Exact name of small business issuer as specified in its charter)



             Utah                                             87-9369569
-------------------------------                         ----------------------
(State or other jurisdiction of                             (IRS Employer
incorporation or organization)                          Identification Number)



              64  Edson Street,  Amsterdam,  New  York   12010
              ------------------------------------------------
                  (Address of principal executive offices)


                                (518)  842-6500
                               -----------------
                          (Issuer's Telephone Number)



     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 reports), and (2)
has been subject to such filing requirements for the past 90 days.  Yes [ X ]
No [   ]


     As of May 5, 2002,  10,958,583 shares of common stock were outstanding.



                                     - 1 -

<PAGE>
                           SAFARI  ASSOCIATES,  INC.

                                 FORM  10-QSB
                       QUARTER  ENDED  MARCH  31,  2002


                             TABLE  OF  CONTENTS
                             -------------------

                                                                         PAGE
                                                                         ----
Part  I  -  Financial Information

     Item 1  - Financial Statements

             -  Consolidated Balance Sheet as of March 31, 2002            3

             -  Consolidated Statement of Income for the
                 three months ended March 31, 2002 and 2001                4

             -  Consolidated Statement of Cash Flows for the three
                 months ended March 31,2002 and 2001                       5

             -  Notes to Consolidated Financial Statements.              6-11

     Item 2  -  Management's Discussion and Analysis
                 Or Plan of Operations.                                 12-13

Part  II  -  Other Information

     Item 1  -  Legal Proceedings.                                        14

     Item 2  -  Changes in Securities and Use of Proceeds.                14

     Item 3  -  Default upon Senior Securities                            14

     Item 4  -  Submission of Matters to a Vote of Security Holders.      14

     Item 5  -  Other Information.                                        14

     Item 6  -  Exhibits and Reports on Form 8-K.                         14

Signatures                                                                15




                                     - 2 -

<PAGE>
                      PART  I  -  FINANCIAL  INFORMATION
                      ----------------------------------

<TABLE>
<CAPTION>
                           SAFARI  ASSOCIATES,  INC.
                         CONSOLIDATED  BALANCE  SHEET
                                MARCH  31,  2002


                                     ASSETS
                                     ------
                                                                 2002
                                                            -------------
                                                             (Unaudited)
<S>                                                         <C>
Current Assets:
---------------
Cash                                                        $      34,911
Accounts Receivable -                                              14,730
Inventory                                                          45,483
Prepaid Expenses                                                   88,388
                                                            -------------
     Total Current Assets                                         183,512
                                                            -------------

Property, Plant and Equipment:
------------------------------
Net of Accumulated Depreciation of $20,269                         18,682
                                                            -------------

Other Assets:
-------------
Goodwill - Net of Amortization of $5,472                           21,883
Other Assets                                                       92,529
                                                            -------------
     Total Other Assets                                           114,412
                                                            -------------

     Total Assets                                           $     316,606
                                                            =============


                  LIABILITIES  AND  STOCKHOLDERS'  (DEFICIT)
                  ------------------------------------------


Current Liabilities:
--------------------
Notes payable                                               $      15,000
Accounts Payable                                                  330,670
Payroll and Other Taxes Payable                                    23,974
Accrued Expenses                                                  111,973
                                                            -------------
     Total Current Liabilities                                    481,617
                                                            -------------

Other Liabilities:
------------------
Loan Stockholder                                                   19,072
Convertible Notes Payable                                         505,500
                                                            -------------
     Total Other Liabilities                                      524,572
                                                            -------------

     Total Liabilities                                          1,006,189
                                                            -------------

Commitments and Contingencies - Note 7

Stockholders' (Deficit):
------------------------
Common Stock, par value $.001 authorized
   100,000,000 shares, issued and
   outstanding 10,958,583  shares                                  10,959
Additional Paid-in Capital                                      1,820,321
Retained (Deficit)                                             (2,520,863)
                                                            -------------
     Total Stockholders' (Deficit)                               (689,583)
                                                            -------------

     Total Liabilities and Stockholders'  (Deficit)         $     316,606
                                                            =============

</TABLE>


                                     - 3 -

<PAGE>
<TABLE>
<CAPTION>
                           SAFARI  ASSOCIATES,  INC.
                    CONSOLIDATED  STATEMENT  OF  OPERATIONS
          FOR  THE  THREE  MONTHS  ENDED  MARCH  31,  2002  AND  2001



                                                2002                 2001
                                            -------------       -------------
                                             (Unaudited)         (Unaudited)
<S>                                         <C>                 <C>

Revenue                                     $      45,373       $      91,000
                                            -------------       -------------
Cost of Sales                                      48,572             106,544
                                            -------------       -------------
Gross Profit                                       (3,199)            (15,544)
                                            -------------       -------------


Operating Expenses:
-------------------
Selling Expenses                                   13,296               7,683
General and Administrative Expenses                96,924              59,654
Research and Development Costs                      9,325               2,382
                                            -------------       -------------

     Total Operating Expenses                     119,545              69,719
                                            -------------       -------------

Net (Loss) from Operations                       (122,744)            (85,263)
Interest Expense                                   12,791               8,858
                                            -------------       -------------
Net (Loss) before Provision
   For Income Taxes                              (135,535)            (94,121)
Provision for Income Taxes                          -                   -
                                            -------------       -------------


     Net (Loss)                              $   (135,535)       $    (94,121)

(Loss) Per Share                             $      (.01)        $      (.01)
                                            -------------       -------------


Weighted Average Shares Outstanding             9,998,001           8,223,770
                                            =============       =============

</TABLE>




                                     - 4 -

<PAGE>
<TABLE>
<CAPTION>
                           SAFARI  ASSOCIATES,  INC.
                    CONSOLIDATED  STATEMENT  OF  CASH  FLOWS
          FOR  THE  THREE  MONTHS  ENDED  MARCH  31,  2002  AND  2001



                                                     2002                 2001
                                                 -------------       -------------
                                                  (Unaudited)         (Unaudited)
<S>                                              <C>                 <C>
Cash Flows from Operating Activities:
-------------------------------------
Net Income (Loss)                                $   (135,535)       $    (94,121)
Adjustment to Reconcile Net Income (Loss)
   To Net Cash Used in Operating Activities:
      Depreciation and Amortization                     1,963               3,194
      Services provided for common stock               27,000               -
Changes in Operating Assets & Liabilities:
   Accounts Receivable                                 (2,580)              4,723
   Inventory                                           10,609               4,545
   Prepaid Expenses and Other Assets                  (28,543)            (39,757)
Accounts Payable                                      (26,836)             45,290
Accrued Expenses                                       31,160              11,250
Deferred Compensation                                   -                  13,000
                                                 -------------       -------------

     Net Cash Used in Operating Activities           (122,762)            (41,876)
                                                 -------------       -------------

Cash Flows from Investing Activities:
-------------------------------------
Property, Plant and Equipment                          (3,704)              -
                                                 -------------       -------------

     Net Cash Used in Investing Activities              3,704               -
                                                 -------------       -------------

Cash Flows from Financing Activities:
-------------------------------------
Issuance of Common Stock                              149,087               -
Loans Stockholder                                       2,033              15,442
                                                 -------------       -------------

     Net Cash Provided by Financing Activities        151,120              15,442
                                                 -------------       -------------

Net Increase (Decrease) in Cash                        24,654             (26,434)


Cash - Beginning of Period                             10,257              30,125
                                                 -------------       -------------

Cash - End of Period                             $      34,911       $       3,691
                                                 =============       =============


</TABLE>



                                     - 5 -

<PAGE>
                           SAFARI  ASSOCIATES,  INC.
               NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS
                               MARCH  31,  2002


The following financial information is submitted in response to the
requirements of Form 10-QSB and does not purport to be financial statements
prepared in accordance with generally accepted accounting principles. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted, although the Company believes the disclosures that are
made are adequate to make the information presented not misleading. Further,
in the opinion of the management, the interim financial statements reflect
fairly the financial position and results of operations for the periods
indicated.

It is suggested that these interim consolidated financial statements be read
in conjunction with the financial statements and notes thereto included in the
Company's Form 10-KSB containing the Company's audited financial statements as
of and for the year ended December 31, 2001 filed with the Securities and
Exchange Commission.

The results of operations for the three months ended March 31, 2002 are not
necessarily indicative of results to be expected for the entire fiscal year
ending December 31, 2002.


Note 2 - Summary of Significant Accounting Policies:
----------------------------------------------------

Consolidation
-------------
The accompanying Consolidated Financial Statements include the accounts of the
Company and all its wholly owned subsidiaries. Intercompany transactions and
balances have been eliminated in consolidation.

Inventory
---------
Inventory is stated at the lower of cost, using the first-in, first-out basis
or market.

Property and Equipment
----------------------
Property and equipment are recorded at cost and depreciated using the
straight-line method over their estimated useful lives. The cost of
maintenance and repairs is charged to operations as incurred.

Intangibles
-----------
Goodwill represents the excess of the cost of companies acquired over the fair
value of their net assets at the dates of acquisition and was being amortized
using the straight-line method over 15 years. Effective to the issuance of
FASB No. 142, the Company discontinued amortizing goodwill.
The Company follows Statement of Financial Accounting Standard No. 121,
Impairment of Long-lived Assets, by reviewing such assets for impairment
whenever events or changes in circumstances indicate that the carrying amount
may not be recoverable.



                                     - 6 -

<PAGE>
                           SAFARI  ASSOCIATES,  INC.
               NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS
                               MARCH  31,  2002


Note 2 - Summary of significant Accounting Policies (continued)
---------------------------------------------------------------

Income Taxes
------------
The Company records deferred income taxes using the liability method. Under
the liability method, deferred tax assets and liabilities are recognized for
the expected future tax consequences of temporary differences between the
financial statement and income tax basis of the Company's assets and
liabilities. An allowance is recorded, based on currently available
information, when it is more likely than not that any or all of a deferred tax
asset will not be realized. The provision for income taxes include taxes
currently payable, if any, plus the net change during the period presented in
deferred tax assets and liabilities recorded by the Company

Per Share Data
--------------
The Company has adopted the standards set by the Financial Accounting
Standards Board and computes earnings per share data in accordance with SFAS
No. 128 "Earning per Share." The basic per share data has been computed on the
loss for the period divided by the historic weighted average number of shares
of common stock outstanding. All potentially dilutive securities have been
excluded from the compilation since they would be antidilutive.

Estimates and Assumptions
-------------------------
Preparing financial statements in conformity with generally accepted
accounting principles requires  management to make estimates and assumptions
that effect the reported amounts of assets, liabilities, revenue, and expenses
at the balance sheet date and for the period then ended. Actual results could
differ from these estimates


Note 3 - Income Taxes
---------------------

There is no provision for federal or state income taxes for the years ended
December 31, 2001 and 2000 since the Company has incurred operating losses.
Additionally, the Company has reserved fully for any potential future tax
benefits resulting from its carryforward operating losses. Deferred tax assets
at March 31, 2002 and 2001 consist of the following:

                                                 2002             2001
                                             ------------     ------------
      Allowance for doubtful accounts        $      -         $      9,600
     Net Operating Loss Carryforward              827,000          721,000
     Property and Equipment                         3,000            8,000
                                             ------------     ------------
                                                  830,000          738,600
     Valuation Allowance                          830,000          738,600
                                             ------------     ------------
                                             $     -0-        $     -0-
                                             ------------     ------------

As of December 31, 2001, the Company has net unused operating loss
carryforwards of approximately $2,100,000, which expire in various years from
2002 through 2017.


                                     - 7 -

<PAGE>
                           SAFARI  ASSOCIATES,  INC.
               NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS
                               MARCH  31,  2002


Note 4 - Notes Payable
----------------------

Convertible Notes Payable
-------------------------
On December 20, 2000, one of the creditors of the Company agreed to receive a
note from the Company in the amount of $45,000 payable on December 19, 2002,
together with interest thereon at the rate of 8% per annum. Commencing one
year from the date of the note, the creditor may convert any portion of the
note into restricted share of common stock in the Company at a conversion rate
of  $.15 per share.

On August 9, 2001 the Company and three individuals agreed to convert a total
of $460,500 of accrued expenses, deferred compensation, and loan payable
stockholder into convertible notes. The convertible notes are for a two year
period with interest at the rate of 8% per annum, payable quarterly commencing
December 1, 2001 until they mature on August 9, 2003.The notes are convertible
into restricted shares of common stock at a conversion rate of $.15 per share.

Notes Payable
-------------
As of March 31, 2002, the Company has two outstanding notes payable. The term
of the notes are on a month to month basis with interest accrued at the rate
of 10% per annum.


Note 5 - Loan Stockholder
-------------------------
As of March 31, 2002, Mrs. Lillian Berger, the major stockholder and
Secretary/Director in the Company was owed a total of $19,072 . As of December
31,2001, Mr. Morton Berger had loaned  the Company a total of  $17,039.In
January 2002, Mr. Berger converted the loan into restricted shares of the
Company's common stock(see note 6).


Note 6 - Common Stock
---------------------
On January 23, 2002 the Company signed a Consulting and Marketing Licensing
Agreement with Mr. Mark  Neuhaus. The agreement provides for Mr. Neuhaus to
promote and develop a market for the Company's products and services. The
agreement gives Mr. Neuhaus a nonexclusive license to use the licensed
trademarks of the Company on the consultants racing car, racing equipment and
clothing .In accordance with the Consulting and Marketing licensing Agreement,
which included a stock option plan , the Company filed an S-8 Registration
Statement on January 30,2002 registering 4,000,000 shares 0f Common Stock into
which the stock options could be exercised for an exercise price of  $0.15 per
share , or at the lowest sales price 30 days prior to exercising the option.
In February 2002, Mr. Neuhaus exercised an option for 333,333 shares of common
stock and paid the Company  $50,000.


                                     - 8 -

<PAGE>
                           SAFARI  ASSOCIATES,  INC.
               NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS
                               MARCH  31,  2002


Note 6 - Common Stock (continued)
---------------------------------

In March 2002, Mr. Neuhaus exercised another option for an additional 666,666
shares of the Company's common stock for which the Company received $50,000.

On January 30, 2002, the Company filed a Form S-8 Registration Statement in
connection with a newly established Consultants Compensation Plan. The Company
registered a total of 750,000 shares of its Common Stock, which, in accordance
with the Plan, may be issued upon authorization of the Board of Directors and
Plan administrator to eligible consultants .In February, the Company issued a
total  of 180,000 shares of Common Stock pursuant to the Plan, valued at $0.15
per share, to a consultant in exchange for legal services.

During January 2002, Mr. Morton Berger converted his loan plus additional
funds for a total of $18,000 into 128,000 shares of restricted common stock.

During January 2002, one of the note holders converted his note plus interest
accrued on the note for a total of $5,500 into 20,000 restricted shares of the
Company's common stock.

In March 2002, the Company issued 298,872 restricted shares of common stock to
four individuals for a total of $31,087.

Note 7 - Commitments & Contingencies
------------------------------------

Employment Agreement
--------------------
On April 1, 1994, the Company entered into an employment agreement with Mr.
Morton Berger, President of the Company. The term of the agreement was for
five years and, thereafter, continues on a year to year basis. Compensation
shall be paid at the rate of $52,000 per year.

License Agreement
-----------------
On January 1, 1998, Smith & Wesson Corp., Springfield, Massachusetts, granted
Safari Enterprises, Inc., an exclusive Trademark License to make, use and sell
single-use and conventional film using still cameras under the Smith & Wesson(
brand name in the United States, its possessions and Canada. The term of the
License is from January 1, 1998 to January 30, 2001. The license agreement
provides that Safari Enterprises, Inc. will pay Smith & Wesson Corp. a minimum
royalty of $15,000 the first eighteen months; $25,000 the next twelve months
and $35,000 the final twelve months. The minimums are to be paid against a
royalty of 5% of net  sales, whichever is greater. The license further
provides that Safari Enterprises, Inc. can assign the license to an affiliate
company under the same control as Safari Enterprises, Inc. On January 12,
1998, the License was amended by adding recoil pads for firearms, effective
January 1, 1998.


                                     - 9 -

<PAGE>
                           SAFARI  ASSOCIATES,  INC.
               NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS
                               MARCH  31,  2002


Note 7 - Commitments & Contingencies (continued)
------------------------------------------------

The minimum royalties were not increased and covered both products. On May 18,
1999, the license was further amended to include targets for firearms
effective January 1, 1998. Again the minimum royalties were not increased. On
November 25, 1997 the Company organized a wholly owned subsidiary, Photography
for Evidence, Inc., under the laws of the State of New York. On December 17,
1997 Photography for Evidence, Inc., filed a Certificate of Doing Business
under the name Smith & Wesson Cameras. The license agreement was assigned to
Smith & Wesson( Cameras.

On January 29, 1998 the Company organized a wholly owned subsidiary, Impact
Dampening Technologies, Inc., a New York Corporation. On February 10, 1998,
Impact Dampening Technologies, Inc., filed a Certificate of Doing Business
under the name Smith & Wesson( Recoil Pad Company. Safari Enterprises, Inc.,
assigned its exclusive recoil pad License to Smith & Wesson( Recoil Pad
Company. On August 2, the Company organized Safari Target Corporation, a New
York Corporation. On August 20, 1999, Safari Target Corporation filed a
Certificate of Doing Business as Smith & Wesson( Target Company. Safari
Enterprises, Inc., assigned its target license to Smith & Wesson Target(
Company.

The original license which expired on January 30, 2001 has been extended for
an additional three years and the minimum annual royalty for all three
licenses is now $10,000 per year.

Lease
-----
In June 19, 2001 the Company entered into a ten years lease of the facilities
at 64 Edson Street in Amsterdam, New York. The lease requires the Company to
pay a monthly rental of $1,057.82 plus all real estate taxes, insurance, and
maintenance costs on the premises.

On February 3, 2002 the Company leased premises at No. 10 East Main Street,
Greenwood, Indiana for a term of one year at a monthly rent of $1,000.


Note 8 - Going Concern
----------------------

The Company has experienced operating loss since inception and has a retained
deficit as of March 31,2002 of $2,521,000. Approximately $1,155,000 of the
losses occurred prior to 1997, and is a direct result of discontinued
operations. Additional losses of approximately $275,000 were incurred during
the development stage in the production of and recycling of single use
cameras. Additionally, the Company has funded research and development cost
that have gone into the design and production of a line of self sealing
reactive targets and recoil pads.


                                    - 10 -

<PAGE>
                           SAFARI  ASSOCIATES,  INC.
               NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS
                               MARCH  31,  2002


Note 8 - Going Concern (continued)
----------------------------------

The Company had a net loss for the three months ended March 31,2002 of
$135,535 which included $27,000 for services which were funded through the
issuance of common stock. An additional $35,000 of the losses included fees
and amortization of prepaid expenses which the creditors are deferring the
payments until the Company can generate a positive cash flow from operations.
The remaining portion of the loss of approximately $73,000 was financed by the
proceeds from the issuance of common stock. Shortfalls in cash restricted the
Company's ability to produce single use cameras during the first quarter of
2002 and as a result there was idle time which caused the Company to reflect a
negative gross profit. Proceeds received from equity issued during the period
has been used to fund operations and continue funding research and development
costs that have gone into the design of products and a production facility for
the manufacture of Molecuthane(R) products including recoil pads and inserts
for body armor. The Company is pursuing several methods of financing this
shortfall including additional equity financing.

Even if the Company is capable of generating a profit in fiscal 2001, the
Company may be required to raise additional equity to reduce outstanding
liabilities, finance expansion, and introduce new product lines. There is no
assurance that the Company will be able to raise the capital that it may
require for the aforementioned purposes, or if it is able to raise such
capital, that it can do so on terms favorable to the Company.


Note 9 - Supplemental Disclosures to Cash Flow Statement
--------------------------------------------------------


                                                2002           2001
                                             ----------     ----------

Cash Paid During the Period For:
        Interest                             $   2,348      $   9,732
        Income Taxes                         $     -        $     -








                                    - 11 -

<PAGE>

Item 2  -  Management's Discussion and Analysis or Plan of Operation
--------------------------------------------------------------------

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

Revenue for the three months ended March 31,2002 was $45,373 a decrease of
$45,627 or 50.1% from the three months ended March 31, 2001. The decrease was
entirely due to a decrease in production and shipment of recycled single use
disposable cameras. Production was limited due to cash restrictions and the
availability of recyclable shells. The cost of sales for the three months
ended March 31, 2002 was $48,572, a decrease of $57,972 or 54.4% from the
three months ended March 31,2001.Cost of sales for the three months ended
March 31,2002 was 107.1% of sales compared to 117.1% for the three months
ended March 31,2001. The price of recycled disposable camera shells increased
by over 100.0% during the beginning of 2002 compared to 2001.This increased
the cost of sales during the first quarter of 2002 by approximately $5,000. In
2001, the deterioration in the cost of sales as a percentage of gross revenue
was directly related to the return of rejected products from a former
distributor. The Company incurred additional labor, freight, and packaging
costs to repackage those products to be delivered to new customers.

Operating expenses for the three months ended March 31, 2002 were $ 119,545,
an increase of $49,826, or 71.4% over the three months ended March 31, 2001.
Selling expense for the three months ended March 31,2002 increased by $5,613
to $13,296. Approximately $4,500 of the increase was due to telemarketing
expense which also resulted in a larger telephone expense. General and
administrative expenses for the three months ended March 31,2002 were $96,924,
an increase of $37,270 or 62.5% over the three months ended March 31,2001.
Legal expense increased by $27,000 related to the filing of two form S-8
registration statements filed with the Securities and Exchange Commission and
the preparation of a consultants' compensation plan. Rent , office , telephone
and utility expense increased by approximately $5,000 related to the new
premises in Indiana. Research and development costs increased by approximately
$7,000 during the three months ended March 31, 2002 over the three months
ended March 31, 2001 as the Company did additional research on the production
of Molecuthane(R) products and other new products.

Interest expense for the three months ended March 31,2002 increased by
approximately $4,000 over the three months ended March 31,2001 as the amount
of interest bearing debt increased due to the conversion of current
liabilities into long term debt.

Liquidity and Capital Resources
-------------------------------

As of March 31,2002 the Company has current assets of $183,512 and current
liabilities of $481,617. Approximately $52,000 of the liabilities are from two
inactive subsidiaries. The Company is investigating obtaining a capital
investment or long term loan of approximately $250,000, that being the
difference between the current assets and current liabilities. There is no
assurance that the Company can obtain the required investment or long term
loan, or if can obtain such capital investment or long term loan that will be
favorable to the Company. Should the Company be unable to secure the capital
investment or long term loan, the Company may have to discontinue its
operations.


                                    - 12 -

<PAGE>

Forward-Looking Statements
--------------------------

Certain statements contained in this Form 10-QSB including statements
containing the words "believes," "anticipates," "estimates," "expects,"
"projections," and words of similar import, constitute "forward-looking
statements." You should not place undue reliance on these forward-looking
statements. Our actual results could differ materially from those anticipated
in these forward-looking statements for many reasons.

Molecuthane(R) is a Safari Associates, Inc., registered trademark for a
molded, multi-layered energy dampening material composed of molecularly
cross-linked urethane molecules. Each energy dampening use is carefully
studied and the final molded material is meticulously engineered to deliver
the required results. It can be designed to meet almost any application where
energy absorption and impact dampening are concerns. The applications are
infinite.

To date, the Company has demonstrated the use of Molecuthane(R) in recoil
pads, automotive shoulder harness pads, as a soft wall barrier at an auto
racetrack, and, as a component to be added to body armor to reduce blunt force
trauma.

The Company has completed its research and development on its Molecuthane(R)
body armor inserts designed to prevent blunt force trauma. It intends to have
molds made for the inserts within the next 90 days. The Company has also
completed modification of the Molecuthane(R) used in its recoil pads. The
Company expects to have sufficient molds within the next 90 days to produce
three different styles of recoil pads in three different sizes. The Company
has completed its research and development on its harness pads. The pad will
prevent injury and discomfort suffered by racecar drivers due to the
tremendous G forces that the harness is subjected to , particularly in the
event of a collision or other accident. As a result of the Company's research
and development, they discovered new applications for the Molecuthane(R) that
had not previously been contemplated. Additional research and development is
needed to proceed with any new products.

The Company has completed a prototype for a combination fire alarm, carbon
monoxide system that will include a fire retardant that retards a fire  over
an area of approximately 200 square feet around the system.

The Company is constructing a web site that will include all Safari products
including cameras, recoil pads, self sealing targets and will include a
complete line of Smith & Wesson(r) apparel, accessories and memorabilia. The
web site will be a totally interactive E Commerce web site, which the Company
expects to be on line within the next 30 days.


                                    - 13 -

<PAGE>
                           SAFARI  ASSOCIATES,  INC.
                           -------------------------

                        PART  II  -  OTHER  INFORMATION
                        -------------------------------


ITEM   1  Legal Proceedings
------------------------------

          None.


ITEM   2  Changes in Securities and Use of Proceeds
------------------------------------------------------

          None.


ITEM   3  Defaults upon Senior Securities
--------------------------------------------

          None.


ITEM   4  Submission of Matters to a Vote of Security Holders
----------------------------------------------------------------

          None.


ITEM   5  Other Information
------------------------------

          None.


ITEM   6  Exhibits and Reports on Form 8-K
---------------------------------------------

         (a)   Exhibits
               --------
               None.

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








                                    - 14 -

<PAGE>

                                  SIGNATURES
                                  ----------



In accordance with the requirements of the Exchange Act, the Registrant has
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.




                                   SAFARI  ASSOCIATES,  INC.




                                        /S/ MORTON BERGER
                                   ----------------------------------
                                     Morton Berger
                                     Chairman and CEO



Dated:    May 6, 2002
-----------------------




                                    - 15 -