<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 September 30, 2001


                        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 September 30, 2001, 9,347,712 shares of common stock were outstanding.


                                      - 1 -
<Page>

                             SAFARI ASSOCIATES, INC.

                                   FORM 10-QSB
                        QUARTER ENDED SEPTEMBER 30, 2001


                                TABLE OF CONTENTS

                                                                          PAGE
                                                                          ----
PART  I  -  FINANCIAL INFORMATION

         Item 1   -  Financial Statements

                  -  Consolidated Balance Sheet as of September 30,
                     2001.                                               3  -  4

                  -  Consolidated Statement of Income for the nine
                        months ended September 30, 2001 and 2000.           5

                  -  Consolidated Statement of Income for the
                      three months ended September 30, 2001 and 2000.       6

                  -  Consolidated Statement of Cash Flows for the
                      nine months ended September 30, 2001 and 2000.        7

                  -  Notes to Consolidated Financial Statements.          8 - 14

         Item 2  -  Management's Discussion and Analysis
                        or Plan of Operations.                           15 - 16

  PART  II  -  OTHER INFORMATION

         Item 1  -  Legal Proceedings.                                      17

         Item 2  -  Changes in Securities and Use of Proceeds.              17

         Item 3  -  Default upon Senior Securities.                         17

         Item 4  -  Submission of Matters to a Vote of Security Holders.    17

         Item 5  -  Other Information.                                      17

         Item 6  -  Exhibits and Reports on Form 8-K.                       17

SIGNATURES                                                                  18


                                      - 2 -
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                         PART I - FINANCIAL INFORMATION


                             SAFARI ASSOCIATES, INC.
                           CONSOLIDATED BALANCE SHEET
                               SEPTEMBER 30, 2001


                                     ASSETS

<Table>
<Caption>
                                                                    2001
                                                                  --------
                                                                 (UNAUDITED)
<S>                                                               <C>
CURRENT ASSETS:
Cash                                                              $ 32,398
Accounts Receivable - Net of
   Allowance of $9,480                                              10,831
Inventory                                                           78,209
Prepaid and Other Current Assets                                   164,002
                                                                  --------

         Total Current Assets                                      285,440
                                                                  --------

PROPERTY, PLANT AND EQUIPMENT:
Net of Accumulated Depreciation of $17,261                          18,503
                                                                  --------

OTHER ASSETS:
Goodwill - Net of Amortization of $6,840                            20,515
Other Assets                                                        99,284
                                                                  --------

         Total Other Assets                                        119,799
                                                                  --------

         Total Assets                                             $423,742
                                                                  ========
</Table>


                                      - 3 -
<Page>

                             SAFARI ASSOCIATES, INC.
                           CONSOLIDATED BALANCE SHEET
                               SEPTEMBER 30, 2001


                     LIABILITIES AND STOCKHOLDERS' (DEFICIT)

<Table>
<Caption>
                                                                        2001
                                                                    -----------
                                                                    (UNAUDITED)
<S>                                                                 <C>
CURRENT LIABILITIES:

Notes Payable                                                            20,000
Accounts Payable                                                        354,569
Payroll and Other Taxes Payable                                          23,410
Accrued Expenses                                                         47,526
                                                                    -----------

         Total Current Liabilities                                      445,505
                                                                    -----------

OTHER LIABILITIES:
Convertible Notes Payable                                               505,500
                                                                    -----------



         Total Liabilities                                              951,005
                                                                    -----------

Commitments and Contingencies - Note 10

STOCKHOLDERS' (DEFICIT):
Common Stock, par value $.001 authorized
   100,000,000 shares, issued and
   outstanding 9,347,712 shares                                           9,348
Additional Paid-in Capital                                            1,637,845
Retained (Deficit)                                                   (2,174,456)
                                                                    -----------

         Total Stockholders' (Deficit)                                 (527,263)
                                                                    -----------

         Total Liabilities and Stockholders' (Deficit)              $   423,742
                                                                    ===========
</Table>


                                      - 4 -
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                             SAFARI ASSOCIATES, INC.
                      CONSOLIDATED STATEMENT OF OPERATIONS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000


<Table>
<Caption>
                                                       2001            2000
                                                    -----------     -----------
                                                    (UNAUDITED)     (UNAUDITED)
<S>                                                 <C>             <C>
Revenue                                             $   297,674     $   653,356
                                                    -----------     -----------
Cost of Sales                                           299,032         564,889
                                                    -----------     -----------
Gross Profit                                             (1,358)         88,457
                                                    -----------     -----------


OPERATING EXPENSES:
Selling Expenses                                         20,674          18,382
General and Administrative Expenses                     188,877         175,522
Research and Development Costs                           22,542            --
                                                    -----------     -----------
         Total Operating Expenses                       232,093         193,904
                                                    -----------     -----------

Net (Loss) from Operations                             (233,451)       (105,447)

OTHER (EXPENSES)
Interest (Expense)                                      (35,435)        (16,510)
Loss on Disposal of Property                            (72,849)           --
                                                    -----------     -----------
Total Other Expenses                                   (108,284)        (16,510)
                                                    -----------     -----------
Net (Loss) before Provision for Income Taxes
And Extraordinary Item                                 (341,735)       (121,957)
Provision for Income Taxes                                 --              --
                                                    -----------     -----------

EXTRAORDINARY ITEM
Gain From Discontinued Operations                       103,558            --
                                                    -----------     -----------
         Net (Loss)                                 $  (238,177)    $  (121,957)
                                                    ===========     ===========


(Loss) Per Common Share Before
Extraordinary Item                                  $      (.04)    $      (.02)
Extraordinary Item                                          .01            --
                                                    -----------     -----------
Net (Loss) Per Common Share                         $      (.03)    $      --
                                                    -----------     -----------

Weighted Average Shares Outstanding                   8,628,588       7,995,992
                                                    ===========     ===========
</Table>


                                      - 5 -
<Page>

                             SAFARI ASSOCIATES, INC.
                      CONSOLIDATED STATEMENT OF OPERATIONS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000

<Table>
<Caption>
                                                     2001              2000
                                                  -----------       -----------
                                                  (UNAUDITED)       (UNAUDITED)
<S>                                               <C>               <C>
Revenue                                           $    55,453       $   160,290
                                                  -----------       -----------
Cost of Sales                                          63,797           172,428
                                                  -----------       -----------
Gross Profit                                           (8,344)          (12,138)
                                                  -----------       -----------

OPERATING EXPENSES:
Selling Expenses                                        4,901             5,098
General and Administrative Expenses                    64,176            67,125
Research and Development Costs                         18,750              --
                                                  -----------       -----------
         Total Operating Expenses                      87,827            72,223
                                                  -----------       -----------

Net (Loss) from Operations                            (96,171)          (84,361)

OTHER (EXPENSE)
Interest (Expense)                                     (4,306)           (4,959)
                                                  -----------       -----------
Net (Loss) before Provision
   For Income Taxes                                  (100,477)          (89,320)
Provision for Income Taxes                               --                --
                                                  -----------       -----------

         Net (Loss)                               $  (100,477)      $   (89,320)
                                                  ===========       ===========

Net (Loss) Per Common Share                       $      (.01)      $      (.01)
                                                  ===========       ===========

Weighted Average Shares Outstanding                 9,154,112         8,057,103
                                                  ===========       ===========
</Table>


                                      - 6 -
<Page>

                             SAFARI ASSOCIATES, INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000

<Table>
<Caption>
                                                           2001         2000
                                                         ---------    ---------
                                                        (UNAUDITED)  (UNAUDITED)
<S>                                                      <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net Income (Loss)                                        $(238,177)   $(121,957)
Adjustment to Reconcile Net Income (Loss)
   To Net Cash Used in Operating Activities:
      Depreciation and Amortization                          7,483        9,661
(Gain) From Discontinued Operations                       (103,558)        --
Loss From Sale of Property                                  72,849         --
Changes in Operating Assets & Liabilities:
   Accounts Receivable                                      27,571       29,315
   Inventory                                                (6,268)     (33,612)
   Prepaid Expenses and Other Assets                       (39,148)      (9,063)
Accounts Payable                                            54,653       (2,820)
Accrued Expenses                                            50,003       26,089
Deferred Compensation                                       33,450       39,000
                                                         ---------    ---------

         Net Cash Used in Operating Activities            (141,142)     (63,387)
                                                         ---------    ---------

CASH FLOWS FROM INVESTING ACTIVITY:
Purchase of Equipment                                         --        (17,060)
Proceeds From Sale of Building                              87,215         --
                                                         ---------    ---------
         Net Cash Used in Investing Activities              87,215      (17,060)
                                                         ---------    ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
Issuance of Common Stock                                    84,200       62,500
Loans Stockholder                                             --         (1,142)
Notes Payable                                               12,000       25,000
Payment of Mortgage                                        (40,000)        --
                                                         ---------    ---------
         Net Cash Provided by Financing Activities          56,200       86,358
                                                         ---------    ---------

Net Increase (Decrease) in Cash                              2,273        5,911

Cash - Beginning of Period                                  30,125       59,837
                                                         ---------    ---------

Cash - End of Period                                     $  32,398    $  65,748
                                                         =========    =========
</Table>


                                      - 7 -
<Page>

                             SAFARI ASSOCIATES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001


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 10KSB containing the Company's audited financial statements as of
and for the year ended December 31, 2000 filed with the Securities and Exchange
Commission.

The results of operations for the nine months ended September 30, 2001 are not
necessarily indicative of results to be expected for the entire fiscal year
ending December 31, 2001.


NOTE  1  -  DESCRIPTION OF BUSINESS
Safari Associates, Inc. (the "Company"), a Utah Corporation was incorporated on
July 30, 1980. Since 1997, the Company has incorporated four wholly owned
operating subsidiaries; Safari Camera Corporation, Inc., which manufactures
recycled single use disposable cameras, selling to distributors and retail
stores; Photography for Evidence, Inc., doing business under the name Smith &
Wesson(R) Cameras, sells recycled single use cameras to law enforcement
agencies; Impact Dampening Technology, Inc., doing business under the name Smith
& Wesson(R) Targets, to manufacture and sell targets. In March 1998, the Company
acquired Shoothru, Inc., a company that developed and designed a product line of
self-sealing reactive targets.

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.


                                      - 8 -
<Page>

                             SAFARI ASSOCIATES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001


NOTE  2  -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
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 date of acquisition and is being amortized
using the straight line method over 15 years.

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.


NOTE  3  -  DEFERRED COMPENSATION
On April 1, 1994, the Company entered into an employment agreement with Mr.
Morton Berger, President and Director of the Company. The agreement called for a
base annual salary of $52,000. As of August 9, 2001, the Company owed Mr. Berger
$354,500. On August 9, 2001, the Company and Mr. Berger agreed that the total
liability would be converted into a convertible note (see note 5).


                                      - 9 -
<Page>

                             SAFARI ASSOCIATES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001


NOTE  4  -  INCOME TAXES
There is no provision for federal or state income taxes for the periods ended
September 30, 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 September 30, 2001 and 2000 consist of the following:

<Table>
<Caption>
                                                           2001       2000
                                                         --------   --------
<S>                                                      <C>        <C>
          Allowance for doubtful accounts                $  3,800   $  9,600
          Net Operating Loss Carryforward                 780,000    652,700
          Property and Equipment                            8,000      8,000
                                                         --------   --------
                                                          791,800    670,300
          Valuation Allowance                             791,800    670,300
                                                         --------   --------
                                                            -0-     $ - 0 -
                                                         ========   ========
</Table>

As of September 30, 2000, the Company has net unused operating loss
carryforwards of approximately $1,850,000, which expire in various years from
2000 through 2015.

NOTE  5  -  NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE
In 1996, the Company issued convertible notes to several individual investors
all except one which had been previously converted into restricted share of
common stock in the Company. On August 2, 2001, the remaining $15,000
convertible note plus all accrued interest on that note was converted into
restricted shares of common stock in the Company.

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
$460,000 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 $.25 per share.


                                     - 10 -
<Page>

                             SAFARI ASSOCIATES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001


NOTES PAYABLE
In January, 2000, the Company borrowed a total of $25,000 from two individual
investors. The notes were for a term of four months with interest to be accrued
at the rate of 10% per annum. The notes have been extended on a month to month
basis. In November, 2000, the Company borrowed a total of $15,000 from three
individual investors. The term of the notes are on a month to month basis with
interest accrued at the rate of 10% per annum. In April 2001, the Company
borrowed an additional $12,000 from one of its investors on a month to month
basis at the rate of 10% per annum .On August 2, 2001 one of the noteholders
converted $32,000 in notes plus accrued interest into restricted shares of the
Company's common stock.

NOTE  6  SALE OF PROPERTY
On June 19, 2001, the Company sold its premises at 64 Edson Street in Amsterdam
N.Y. for $91,000 and recorded a loss on the sale of $72,849. The mortgage of
$95,000 was extinguished, $40,000 being repaid and the remaining portion of
$55,000 was converted into a loan from Mrs. Lillian Berger, the majority
shareholder and Secretary/Director in the Company.

NOTE  7  -  LOAN STOCKHOLDER
As of June 30, 2001,Mrs Lillian Berger, the major stockholder and
Secretary/Director in the Company was owed a total of $55,527. On August 9,
2001, Mrs. Berger converted the loan plus all accrued interest on the loan into
a convertible note (see Note5.)

NOTE 8 - COMMON STOCK
In April, 2001 the Company issued 144,142 shares of restricted common stock to
Mrs. Lillian Berger in exchange for $18,000 that she had loaned to the Company.

On April 1, 2001, the Company entered into a two year consulting agreement with
a Mr. Robert Tolve. As compensation Mr. Tolve received 25,000 restricted shares
of common stock valued at $.20 per share for a total compensation of $5,000.

On June 15, 2001, Mr. Morton Berger, President of the Company, acquired 50,000
restricted shares of common stock in the Company at $.20 per share or $10,000.

On June 19, 2001, in connection with the sale of the premises at 64 Edson Street
in Amsterdam N.Y., the Company issued 200,000 restricted shares of common stock
valued at $.20 per share or $40,000 for the option to reacquire the premises for
$92,000 during the ten year period ending June 19, 2011.

On June 30, 2001, the Company issued 16,800 restricted shares of common stock to
three individuals for a total consideration of $4,200 or $.25 per share.


                                      -11-
<Page>

                             SAFARI ASSOCIATES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001

NOTE 8-COMMON STOCK(CONTINUED
On June 19,2001, the Company entered into a consulting agreement with Riverene
Corporation to provide consulting services for a period of five years from the
date of the agreement. In consideration for the consulting services, the Company
issued 300,000 restricted shares of common stock valued at $.25 per share or a
total of $75,000. An additional 200,000 restricted shares of common stock will
be issued eight months after the date of this agreement.

On August 2, 2001, the Company issued 180,000 shares of restricted common stock
for the cancellation of notes payable, convertible notes and accrued interest
totaling $66,031.

During the period ended September 30, 2001, the Company issued a total of 50,000
shares of restricted stock for consulting services valued at $.25 per share for
a total compensation of $12,500.

During the period ended September 30, 2001,the Company issued a total of 158,000
restricted shares of common stock to five individuals at $.25 per share of
common stock Total proceeds to the Company was $39,500.

NOTE  9  -  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(R)
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.
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(R) Cameras.


                                     - 12 -
<Page>

                             SAFARI ASSOCIATES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001


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(R)Recoil Pad Company. Safari Enterprises, Inc., assigned
its exclusive recoil pad License to Smith & Wesson(R)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(R)Target Company. Safari Enterprises, Inc.,
assigned its target license to Smith & Wesson Target(R)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.

NOTE  10  -  GOING CONCERN
The Company has experienced operating loss since inception and has a retained
deficit as of September 30, 2001 of $2,175,000. 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. During the first three months of the current fiscal year, the
primary distributor for the Company's single use recycled cameras switched to
another manufacturer. This forced the Company to eliminate the distributor and
approach the customers directly, which has been met with a very encouraging
response from those customers. Starting in April and continuing for the
remainder of the second quarter, the Company has received orders from many of
the former customers of that distributor and has been told by many other
customers that when they need to reorder that they will order from the Company.


                                     - 13 -
<Page>

                             SAFARI ASSOCIATES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2001


In April, the Company received new equipment that had previously been on order
which has improved the efficiency in the production of recycled cameras and has
reduced the number of defects in one step of the production process from
approximately 20% to less than 5%. The equipment also reduces the labor cost in
this step by approximately 70%. The Company believes that by selling directly to
the retailer and the improved efficiency in the production cycle of the single
use recycled camera that it will reduce the number of units to break even. At
this point the Company doesn't know if it will receive sufficient orders to
become profitable in fiscal 2001.

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  11  -  SUPPLEMENTAL DISCLOSURES TO CASH FLOW STATEMENT

<Table>
<Caption>
                                                           2001            2000
                                                        ---------         ------
<S>                                                     <C>               <C>
          Cash Paid During the Period For:
             Interest                                   $   9,732         $8,255
             Income Taxes                               $    --           $ --
</Table>


                                     - 14 -
<Page>

ITEM  2  -  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
RESULTS OF OPERATIONS


Revenue for the nine months ended September 30, 2001 decreased by $355,682 or
approximately 54% compared with the nine months ended September 30, 2000. The
decrease was entirely due to decreases in the shipment of recycled single use
disposable cameras. During the nine months ended September 30, 2001, the primary
distributor of the Company's recycled cameras switched to another manufacturer
of recycled cameras. In May, the Company became aware of this change and
contacted most of the customer who had previously purchased cameras through this
distributor. The response from those customers has been very encouraging and the
Company has already received orders from customers, which they had been told had
rejected cameras or had been told that they had gone to another distributor. The
Company believes that they will be able to recoup many of the sales that they
lost in the first three months of the fiscal year.

Cost of sales for the nine months ended September 30, 2001 was 100.4% of revenue
compared to 86.5% for the nine months ended September 30, 2000. The
deterioration in the cost of sales as a percentage of gross revenues were
directly related to the return of rejected product by the Company's former
distributor. The Company incurred additional cost on labor, packaging and
freight on each one of the returned cameras in that they had to be repackaged
for new customers. In addition to the costs described above, the cost of labor
increased on a unit basis due to the decrease in volume of units sold. In April,
2001, the Company received new equipment, which has allowed it to improve
efficiency and reduce the number of defects.

Operating Expenses for the nine months ended September 30, 2001 were $232,093,
an increase of $38,139 over the nine months ended September 30, 2000. The
increase was primarily due to research and development cost related to the
material used in the production of recoil pads, legal fees, and consulting fees.

Interest expense for the nine months ended September 30, 2001 were $35,435 an
increase of $18,925 over the nine months ended September 30, 2000. The increase
is a result of additional notes payable, increased finance charges on credit
card balances and mortgage interest for six months.

On June 19, 2001, the Company sold its premises at 64 Edson Street and recorded
a loss of $72,849. The Company leased back the facilities for a period of 10
years at $ 12,694 per year plus the Company is responsible for real estate
taxes, insurance, and maintenance.

During the period, the Company recognized an extraordinary gain of $ 103,558
from discontinued operations.


                                     - 15 -
<Page>

LIQUIDITY AND CAPITAL RESOURCES

As of September 30, 2001, the Company has $285,440 in current assets and
$445,505 in current liabilities. The liabilities of Safari Boat Company, Inc.,
and Safari Lure Company, Inc., are approximately $50,000. These two companies
are not operating and the Company is investigating the disposition of those
entities. The Company is investigating obtaining a capital investment or long
term loan of approximately $120,000 that being the difference between the
current liabilities of the four operating wholly owned subsidiaries and their
current assets. However, there is no assurance that the Company can obtain the
required capital investment or long term loan, or if it can obtain such a
capital investment or long term loan that it will be on terms 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.

FORWARD-LOOKING STATEMENTS

Certain statements contained in this Form 10QSB 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 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 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.

On November 8, 2001, the Company entered into an exclusive distribution
agreement with Archangel International, Inc. ("Archangel") whereby the Company
granted Archangel exclusive worldwide distribution of Molecuthane body armor
inserts. Management is aware of the finances it must obtain to successfully
perform this contract and to produce other Molecuthane products it intends to
produce within the next twelve months and has been negotiating with investment
bankers to obtain the required capital. The Company does not know whether it
will be able to obtain the necessary capital, or if it does obtain said capital,
it will do so on terms favorable to the Company.


                                      -16-
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                             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.


                                     - 17 -
<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.



                                                   -----------------------------
                                                          Morton Berger
                                                          Chairman and CEO


DATED: NOVEMBER 2, 2001


                                     - 18 -