<Page>




                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-QSB

                   Quarterly Report Under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

                          Quarter Ended August 31, 2002

                       Commission File Number 33-24483-NY

                     Life Energy & Technology Holdings Inc.
             (Exact name of Registrant as specified in its Charter)

<TABLE>

<S>                                                  <C>
              Delaware                               11-2914841
    (State or other jurisdiction of               (I.R.S. Employer
      incorporation or organization)            Identification Number)

    2005 Beechgrove Place, Utica, NY                    13501
 (Address of principal executive offices)            (Zip Code)

              Same                                   (Zip Code)
       (Former Address)

                                 (315) 724-8370
              (Registrant's telephone number, including area code)

</TABLE>

Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

YES X      NO
   ---         ---

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

<TABLE>

<S>                                                               <C>
Class                                      Outstanding at October 1, 2002
Common stock, $0.002 par value                     19,841,893

</TABLE>




                                     Page 1







<Page>





                                TABLE OF CONTENTS


<TABLE>


<S>                                                                                       <C>
Part 1. Financial Information                                                             Page 3

     Item 1. Condensed Consolidated Financial Statements:

             Balance sheet as of August 31, 2002 and May 31, 2002                           F-1

             Statement of income (loss) for three months ended August 31, 2002
             and 2001                                                                       F-2

             Statement of cash flows for three months ended August 31, 2002 and  2001       F-3

             Statement of changes in shareholders equity for the period November 3,
             2000 through August 31, 2002                                                   F-4

             Notes to condensed consolidated financial statements                       F-5 to F-13

     Item 2. Management's discussion and analysis of financial condition

Part II. Other information

Signatures

Exhibits
</TABLE>





                                      Page 2


<Page>


                         PART I: FINANCIAL INFORMATION

ITEM 1. Financial statements.

    The following condensed consolidated financial statements have been prepared
by Life Energy & Technology Holdings, Inc. (the 'Company' or 'LETH') pursuant to
the rules and regulations of the Securities and Exchange Commission promulgated
under the Securities Exchange Act of 1934 as amended. Certain information and
footnote disclosures normally included in financial statements prepared in
accordance with generally accepted accounting principles have been condensed or
omitted pursuant to such rules and regulations. In the opinion of the Company's
management, the condensed consolidated financial statements include all
adjustments (consisting only of adjustments of a normal, recurring nature)
necessary to present fairly the financial information set forth herein.
Operating results for the three month period ended August 31, 2002 are not
necessarily indicative of the results that may be expected for year ending
May 31, 2003.

    These condensed consolidated financial statements should be read in
conjunction with the financial statements and accompanying notes included in
Form 10-KSB for the year ended May 31, 2002.


                                     Page 3



<Page>







                    Life Energy and Technology Holdings, Inc.
                      Unaudited Consolidated Balance Sheets
                     As of August 31, 2002 and May 31, 2002


<TABLE>
<CAPTION>

                                                                                           31-Aug-02        31-May-02

<S>                                                                                             <C>              <C>
ASSETS

  Current assets:
      Cash                                                                                      $1,177           $1,056
      Gross investment (net of unearned income)- current portion                               813,819          813,819
                                                                                           ------------     ------------
         Total current assets                                                                  814,996          814,875

  Property and equipment (net of accumulated depreciation of
        ($12,576 at 8/31/02 and $10,234 at 5/31/02)                                          2,475,209        2,477,551
  Other assets:
      Gross investment (net of unearned income)                                             23,559,559       23,559,559
      Investment in affiliate                                                                  288,964          288,964
      Equipment deposit                                                                     14,750,000       14,750,000
                                                                                           ------------     ------------
        Total assets                                                                       $41,888,728      $41,890,949
                                                                                           ============     ============

LIABILITIES & SHAREHOLDERS' EQUITY

  Current liabilities:
     Accounts payable                                                                      $ 1,685,275      $ 1,670,999
     Salaries & benefits payable                                                             4,407,873        3,719,375
     Interest payable                                                                           58,284           53,661
     Bank overdraft                                                                             60,856           27,986
                                                                                           ------------     ------------
         Total current liabilities                                                           6,212,288        5,472,021

     Notes payable to shareholders                                                           5,047,805        4,954,178
     Advance payable to officer                                                              1,393,132        1,349,632
                                                                                           ------------     ------------
         Total liabilities                                                                   6,440,937        6,303,810

     Net liabilities of discontinued operations to be disposed of                              668,995          674,239

  Shareholders' Equity:

     Series A preferred stock, one share convertible to one share of common;
       no stated dividend, stated value $15, 10,000,000 shares authorized none issued                0                0
     Series B preferred stock, one share convertible to one share of common;
       no stated dividend, stated value $10, 16,000,000 shares authorized,
       6,853,989 shares issued and outstanding                                              18,657,090       18,657,090
     Common stock, $.002 par value; authorized 100,000,000 shares,
      issued and outstanding 19,841,893 at 8/31/02 and at 5/31/02                               39,684           39,684
     Additional paid in capital                                                              4,502,679        4,502,679
     Accumulated deficit                                                                     5,367,055        6,241,426
                                                                                           ------------     ------------
         Total shareholders' equity                                                         28,566,508       29,440,879
                                                                                           ------------     ------------
         Total liabilities & shareholders' equity                                          $41,888,728      $41,890,949
                                                                                           ============     ============
</TABLE>


See the notes to the financial statements.


                                          F-1






<Page>





                    Life Energy and Technology Holdings, Inc.
                 Unaudited Consolidated Statements of Operations
           For the Quarters Ended August 31, 2002 and August 31, 2001

<TABLE>
<CAPTION>

                                                                                   31-Aug-02       31-Aug-01

<S>                                                                              <C>             <C>
Sales revenues                                                                          $0            $0
Cost of sales                                                                            0             0
                                                                               ------------   -----------

Gross profit on sales                                                                    0             0

General and administrative expenses:
     Salaries & benefits expense                                                   629,520       503,263
     Administration expenses                                                       149,999       231,455
                                                                               ------------   -----------
    Total general and administrative expenses                                      779,519       734,718
                                                                               ------------   -----------

Net income (loss) from continuing operations                                      (779,519)     (734,718)

Other income (expense):
    Loss on investment in affiliate                                                      0          (120)
    Interest expense                                                              (100,096)      (94,810)
                                                                               ------------   -----------
Net income (loss) before tax provision                                            (879,615)     (829,648)

Provision for income taxes                                                               0             0
                                                                               ------------   -----------
Net income (loss) from continuing operations                                      (879,615)     (829,648)

Net income (loss) from discontinued operations                                       5,244       (17,101)
                                                                               ------------   -----------
Net income (loss)                                                                ($874,371)    ($846,749)
                                                                               ============   ===========

Basic net income (loss) per common share
 Income (loss) from continuing operations                                           ($0.04)       ($0.04)
 Income (loss) from discontinued operations                                          $0.00        ($0.00)
                                                                               ------------   -----------
 Income (loss) per share                                                            ($0.04)       ($0.04)
                                                                               ============   ===========

Fully diluted net income (loss) per common share
 Income (loss) from continuing operations                                           ($0.04)       ($0.04)
 Income (loss) from discontinued operations                                          $0.00        ($0.00)
                                                                               ------------   -----------
 Income (loss) per share                                                            ($0.04)       ($0.04)
                                                                               ============   ===========

Weighted average of common shares outstanding:
 Basic                                                                          19,841,893    20,891,893
 Fully diluted                                                                  19,841,893    20,891,893

</TABLE>

See the notes to the financial statements.


                                      F-2






<Page>





                    Life Energy and Technology Holdings, Inc.
                 Unaudited Consolidated Statements of Cash Flows
           For the Quarters Ended August 31, 2002 and August 31, 2001

<TABLE>
<CAPTION>

                                                                                31-Aug-02       31-Aug-01
<S>                                                                              <C>            <C>
Operating Activities:
  Net income (loss) from continuing operations                                  ($879,615)      ($829,648)

  Adjustments to reconcile net loss items not requiring the use of cash:
     Depreciation                                                                   2,342          97,927
     Loss on investment in affiliate                                                    0             120
     Salary expense                                                               688,498          92,504
     Interest expense                                                              98,250         336,883

Changes in operating assets and liabilities:
     Accounts payable                                                              14,276        (507,400)
     Bank overdraft                                                                32,870         (45,328)
                                                                                ----------     -----------
Net cash provided by (used by) operations                                         (43,379)       (854,942)

Investing Activities:
     Purchase and acquisition of property and equipment                                 0         (12,000)
                                                                                ----------     -----------
Net cash provided by (used by) investing activities                                     0         (12,000)

Financing activities:
     Advances from shareholder                                                     43,500         867,500
Net cash provided by financing activities                                          43,500         867,500
                                                                                ----------     -----------
Net cash provided by continuing operations                                            121             558

Cash balance at the beginning of the year                                           1,056              75
                                                                                ----------     -----------
Cash balance at end of the fiscal year                                             $1,177            $633
                                                                                ==========     ===========

Supplemental disclosures of cash flow information:
     Interest paid during the period (continuing operations)                       $1,844              $0
     Interest paid during the period (discontinued operations)                         $0         $10,962
     Income taxes paid during the period (continuing operations)                       $0              $0
     Income taxes paid during the period (discontinued operations)                     $0              $0

</TABLE>



See the notes to the financial statements.

                                      F-3







<Page>







                    Life Energy and Technology Holdings, Inc.
       Unaudited Consolidated Statement of Changes in Shareholders' Equity
               From Inception, November 3, 2000 to August 31, 2002

<TABLE>
<CAPTION>


                                  Common       Common     Preferred   Preferred      Paid in     Accumulated
                                  Shares     Par Value      Shares      Value        Capital       Deficit       Total

<S>                                      <C>       <C>           <C>         <C>           <C>           <C>           <C>
Balance at inception                     0         $0            0           $0            $0            $0            $0

Issuance of common stock        15,000,000     30,000                               2,630,000                   2,660,000

Purchase of subsidiary           5,691,893     11,384                               1,695,000                   1,706,384

Issued common stock
  for consulting services          200,000        400                                 141,600                     142,000

Issued preferred stock
  to purchase land                                         245,989    2,459,890                                 2,459,890

Issued preferred stock to
purchase
 investment interest in LENR                             1,608,000    1,447,200                                 1,447,200

Issued preferred stock
  for equipment deposit                                  5,000,000   14,750,000                                14,750,000

Issued common stock warrants
  for consulting services                                                              33,979                      33,979

Net loss for the fiscal year                                                                     (5,756,018)   (5,756,018)
                                -----------  ---------   ---------  ------------   -----------  ------------  ------------
Balance at May 31, 2001         20,891,893     41,784    6,853,989   18,657,090     4,500,579    (5,756,018)   17,443,435

Shares returned to treasury     (1,050,000)    (2,100)                                  2,100                           0

Net income for the fiscal year                                                                   11,997,444    11,997,444
                                -----------  ---------   ---------  ------------   -----------  ------------  ------------
Balance at May 31, 2002         19,841,893     39,684    6,853,989   18,657,090     4,502,679     6,241,426    29,440,879

Net income for the period                                                                          (874,371)     (874,371)
                                -----------  ---------   ---------  ------------   -----------  ------------  ------------
Balance at August 31, 2002      19,841,893    $39,684    6,853,989  $18,657,090    $4,502,679    $5,367,055   $28,566,508
                                ===========  =========   =========  ============   ===========  ============  ============

</TABLE>


                                        F-4






<Page>






See the notes to the financial statements.
Life Energy and Technology Holdings, Inc.
Unaudited Notes to the Consolidated Financial Statements
For Quarters Ended August 31, 2002 and August 31, 2001


Note 1.  Nature of Business and Significant Accounting Policies

Life Energy and Technology Holdings, Inc. (the Company), formerly Health-Pak,
Inc., is a Delaware state corporation organized in December 1987. On December 4,
2000, the Company acquired Life Energy and Technology, Ltd., a company organized
on November 3, 2000 in the Republic of Ireland. Upon the conclusion of the
acquisition transaction, the Company changed its to Life Energy and Technology
Holdings, Inc (LIFE).

Pursuant to the acquisition agreement, the former business operations of
Health-Pak, Inc., a plan for the disposal of the operations was adopted by
management.

The Company is the developer the Biosphere Process'TM'(1) System, which is an
autonomous multifuel micro-power electricity generation system that the company
is marketing to sell or to lease to government entities and corporate clients
worldwide. The current officers and principal shareholders of the Company
completed the development of the Biosphere Process'TM' System in mid-year 2000.
The Biosphere Process'TM' System, a mobile, modular, micro-power plant consumes
and recycles 100% of traditional waste materials such as; municipal solid waste,
agricultural and forestry wastes, industrial or medical wastes, animal wastes,
and/or traditional fossil fuels (coal, oil, gas, peat) or oil industry wastes
such as while producing renewable electricity. The Company recognized its first
sale's in November 2001.

Consolidation- the accompanying consolidated financial statements include the
accounts of the Company and its wholly owned subsidiary. All significant
inter-company balances have been eliminated.

Use of Estimates- The preparation of the financial statements in conformity with
generally accepted accounting principles requires management to make reasonable
estimates and assumptions that affect the reported amounts of the assets and
liabilities and disclosure of contingent assets and liabilities and the reported
amounts of revenues and expenses at the date of the financial statements and for
the period they include. Actual results may differ from these estimates.

Revenue and Cost Recognition- The Company recognizes sale revenues upon delivery
of the Biosphere Process'TM' System to the buyer. Costs of sales includes the
costs to manufacture and deliver the system to the purchaser and is recognized
upon the complete manufacture and delivery of the system to the buyer. Leases of
the Biosphere Process'TM' System are accounted for as a sales type lease.
Accordingly, the sales revenue recorded is the net present value of the minimum
lease payments to be received over the life of the lease using the interest rate
implicit in the lease


--------
(1) Biosphere Process'TM' & Biosphere'TM' are copyright trademarks of the Life
    Energy Partnership 1995.

                                      F-5





<Page>





contract at lease inception. The net of the total minimum lease payments to be
received on the lease and the unamortized present value of unearned income is
recorded in the balance sheet as "gross investment". The unearned income of the
lease is amortized to the statement of operations using the interest rate method
over the term of the lease.

Cash and Cash Equivalents- For the purpose of computing the changes in cash
flows for the fiscal years, cash equivalents include cash and highly liquid
short-term investments with maturities of three months or less.

Property and Equipment- Property and equipment are stated at cost. Depreciation
expense is computed using the straight-line method over the estimated useful
life of the asset. The following is a summary of the estimated useful lives used
in computing depreciation expense:

<TABLE>

<S>                                            <C>
            Furniture                          7   years
            Biosphere Process'TM'System       25   years
            Office equipment                   3   years

</TABLE>

Expenditures for major repairs and renewals that extend the useful life of the
asset are capitalized. Minor repair expenditures are charged to expense as
incurred.

Investment in Subsidiary- The Company owns a 40% interest in Life Energy Natural
Resources Inc., a company affiliated to the Company by common ownership. The
Company accounts for this investment using the equity method. Accordingly, the
investment is recorded at cost and adjusted for the Company's pro rata share of
income or losses incurred by LENR for the fiscal year.

Long Lived Assets- The Company reviews for the impairment of long-lived assets
whenever events or changes in circumstances indicate that the carrying amount of
an asset may not be recoverable. An impairment loss would be recognized when
estimated future cash flows expected to result from the use of the asset and its
eventual disposition is less than its carrying amount.

Income Taxes- The Company accounts for income taxes in accordance with the
Statement of Accounting Standards No. 109 (SFAS No. 109), Accounting for Income
Taxes. SFAS No. 109 requires an asset and liability approach to financial
accounting and reporting for income taxes. Deferred income tax assets and
liabilities are computed annually for differences between financial statement
and income tax bases of assets and liabilities that will result in taxable
income or deductible expenses in the future based on enacted tax laws and rates
applicable to the periods in which the differences are expected to affect
taxable income. Valuation allowances are established when necessary to reduce
deferred tax assets and liabilities to the amount expected to be realized.
Income tax expense is the tax payable or refundable for the period adjusted for
the change during the period in deferred tax assets and liabilities.



                                      F-6







<Page>




Note 2. Net Income (Loss) per Share

The Company applies SFAS No. 128, Earnings per Share. In accordance with SFAS
No. 128, basic net income per share has been computed based on the weighted
average of common shares outstanding. Diluted net income per share gives the
effect of outstanding stock options and outstanding preferred stock convertible
into common stock. The treasury stock method is used to calculate the dilutive
effect of stock options issued and the "if converted" method is used to
calculate the dilutive effect of the convertible preferred stock outstanding.

All of the net income reported in the financial statements is available to
common shareholders.

Net income (loss) per common share has been computed as follows:

<TABLE>
<CAPTION>

                                            8/31/02       8/31/02        8/31/01      8/31/01
                                             Basic        Diluted         Basic       Diluted

<S>                                          <C>          <C>            <C>          <C>
       Net Income (loss) from
        continuing operations                 ($874,371)   ($874,371)     ($846,749)   ($846,749)
                                           ============= ============  ============= ============
       Weighted average of
        shares outstanding                   19,841,893   19,841,893     20,891,893   20,891,893

       Weighted average of
        options outstanding                                        0                           0

       Weighted average of
        convertible preferred
        outstanding                                                0                           0
                                           ------------- ------------  ------------- ------------
       Total equivalent shares               19,841,893   19,841,893     20,891,893   20,891,893
                                           ============= ============  ============= ============
       Net income (loss) per
        common share from
        continuing operations                    ($0.04)      ($0.04)        ($0.04)      ($0.04)
                                           ============= ============  ============= ============
</TABLE>


Options to purchase 8,093,750 shares of common stock and preferred stock
convertible into 6,853,989 shares of common stock were outstanding at August 31,
2002 and August 31, 2001. The share equivalents of the options and convertible
preferred outstanding were not included in the computation of diluted earnings
per share because their effect would have been antidilutive.




                                     F-7





<Page>






Note 3. Common Stock Options

As part of compensation to employees and consultants, the Company granted common
stock options from unissued common stock during fiscal year 2001. The Company
has no formal stock option plan for its employees. The following table
summarizes information about common stock options outstanding at August 31,
2002.

<TABLE>
<CAPTION>

                                                    Number of           Exercise       Years to
                                                     Options             Price         Maturity

<S>                                                  <C>                  <C>            <C>
Outstanding at inception, November 3, 2000                   0

Granted                                              8,093,750
Cancelled                                                    0
Exercised                                                    0
                                                    -----------
Outstanding at May 31, 2001                          8,093,750             $0.13           2.43

Granted                                                      0
Cancelled                                                    0
Exercised                                                    0
                                                    -----------
Outstanding at May 31, 2002                          8,093,750             $0.13           1.43

Granted                                                      0
Cancelled                                                    0
Exercised                                                    0
                                                    -----------
Outstanding at August 31, 2002                       8,093,750             $0.13           1.18
                                                    ===========

</TABLE>

Note 4.  Discontinued Operations

The former business operations of the Company, conducted through its wholly
owned subsidiary, Health-Pak, Inc., were discontinued and a formal plan for the
disposal of Health-Pak was adopted upon the acquisition by management. In June
2000, Health-Pak Inc. filed petitions for relief under Chapter 11 of the federal
bankruptcy laws in the United States Bankruptcy Court in the northern District
of New York. Under Chapter 11, certain claims against the debtor in existence
prior to the filing of the petitions for relief are stayed while the debtor
continues business operations as a debtor-in-possession.

Unsecured claims prior to the filing of the petition are reflected in the
balance sheet of the debtor-in-possession as "liabilities subject to
compromise". Additional liabilities subject to compromise may arise subsequent
to the filing date resulting from the determination of the court.


                                      F-8





<Page>





Claims that are secured against the assets of the debtor-in-possession are also
stayed by the court however the holders of such claims have the right to move
the court for relief from the stay. These claims are categorized on the balance
sheet of the debtor-in-possession as "liabilities not subject to compromise".

The following are the balance sheet and statement of operations for the
discontinued operations of Health-Pak, Inc. as of August 31, 2002 and August 31,
2001.

<TABLE>
<CAPTION>

                                                                   31-Aug-02     31-May-02

<S>                                                              <C>            <C>
          ASSETS

            Current assets:
               Cash                                                   $3,857       $10,686
               Accounts receivable                                   118,570        84,959
               Inventory                                             172,944       155,115
                                                                ------------- -------------
                   Total current assets                              295,371       250,760

            Property and equipment:
               Land                                                  200,000       200,000
               Building                                              586,000       586,000
               Machinery & equipment                                  60,000        60,000
               Leasehold improvements                                  3,000         3,000
               Office equipment                                        6,500         6,500
               Less accumulated depreciation                         (91,091)      (89,200)
                                                                ------------- -------------
                   Net property and equipment                        764,409       766,300
                                                                ------------- -------------
          Total Assets                                            $1,059,780    $1,017,060
                                                                ============= =============

          LIABILITIES & SHAREHOLDERS' EQUITY

            Current liabilities:
               Liabilities subject to compromise                    $178,224      $171,867
               Liabilities not subject to compromise                 308,806       290,933
                                                                ------------- -------------
                   Total current liabilities                         487,030       462,800

               Liabilities subject to compromise                     439,646       450,765
               Liabilities not subject to compromise                 695,832       668,466
               Loan payable to shareholder                           106,267       109,267

            Shareholders' Equity:
               Common stock                                          $11,384       $11,384
               Additional paid in capital                          2,686,748     2,686,748
               Accumulated deficit                                (3,367,127)   (3,372,370)
                                                                ------------- -------------
                    Total shareholders' equity                      (668,995)     (674,238)
                                                                ------------- -------------
          Total liabilities & shareholders' equity                $1,059,780    $1,017,060
                                                                ============ =============

</TABLE>


                                       F-9





<Page>






<TABLE>
<CAPTION>

                                                                       31-Aug-02     31-Aug-01

<S>                                                                     <C>         <C>
          Net sales                                                     $211,256      $ 278,144
          Cost of sales                                                  (96,399)     (166,173)
                                                                       ----------   -----------
          Gross profit                                                   114,857       111,971

          General and administrative expenses:

          Administration expense                                         109,594       126,765
                                                                       ----------   -----------
              Total general and administrative expenses                  109,594       126,765
                                                                       ----------   -----------

          Net income (loss) before other income and expense                5,263       (14,794)

          Other income (expense):
              Rental Income                                                    0         8,653
              Interest expense                                               (20)      (10,962)
                                                                       ----------   -----------
          Loss before extraordinary item, discontinued
             operations and income tax provision                           5,243       (17,103)

          Income tax provision                                                 0             0
                                                                       ----------   -----------
          Net loss                                                        $5,243      ($17,103)
                                                                       ==========   ===========

</TABLE>



Note 5.  Commitments and Contingencies

The Company's wholly owned subsidiary, Health-Pak, Inc., has filed petitions for
relief under Chapter 11 of the federal bankruptcy laws in the United States
Bankruptcy Court in the northern District of New York in June 2000. In the event
that the necessary financing required for Health-Pak's operations to continue
under bankruptcy protection cannot be attained, the courts may require that the
assets of Health-Pak be forcibly liquidated to satisfy the claims of its
creditors. The Company would be contingently liable for certain additional legal
and brokerage costs that would result from the forced liquidation of Health Pak,
Inc. The Company has accrued $90,000 in contingent expense on the balance sheet
of Health-Pak Inc. to account for this contingency.



                                      F-10





<Page>







Note 6. Income Taxes


     Provision for income taxes is comprised of the following:

<TABLE>
<CAPTION>

                                                                             31-Aug-02      31-Aug-01

<S>                                                                          <C>            <C>
     Net income (loss) before provision for income taxes                      ($879,615)     ($829,648)
                                                                             ===========    ===========
     Current tax expense:

     Federal                                                                         $0             $0
     State                                                                            0              0
                                                                             -----------    -----------
     Total                                                                           $0             $0

     Less deferred tax benefit:

     Loss carry-forward                                                         532,063       (292,483)
     Allowance for recoverability                                              (532,063)       292,483
                                                                             -----------    -----------
     Provision for income taxes                                                      $0             $0
                                                                             ===========    ===========

     A reconciliation of provision for income taxes at the statutory rate to
     provision for income taxes at the Company's effective tax rate is as
     follows:

     Statutory U.S. federal rate                                                    34%             34%
     Statutory state and local income tax                                           10%             10%
     Timing differences                                                            -44%            -44%
                                                                             -----------    -----------
     Effective rate                                                                  0%              0%
                                                                             ===========    ===========

     Deferred income taxes are comprised of the following:

     Loss carry-forward                                                         532,063        292,483
     Allowance for recoverability                                              (532,063)      (292,483)
                                                                             -----------    -----------
     Deferred tax benefit                                                            $0             $0
                                                                             ===========    ===========

</TABLE>



                                      F-11





<Page>





Note 7. Financial Instruments with Off-Balance Sheet Risk and Concentrations of
Credit Risk

In November 2001, the Company entered into a contract for the lease of two
Biosphere Process'TM'(2) Systems with a private company located in Lebanon. The
lease calls for the payment of $2,020,000 per year for twenty-five years.
According to the lease, the Company maintains a security interest in the two
systems and is not liable for any ongoing maintenance costs for the upkeep and
operating of the machines. As a result of the transaction, the Company has
recorded a gross investment asset of the lease payments to be received,
discounted at an interest rate of 6.68%, of $24,373,378 on the balance sheet at
August 31, 2002.

The Company is exposed to significant credit risk by this transaction. In the
event of non-performance of the counter-party to this lease, the financial
position of the Company would be materially adversely affected.

The Company's business activities supported by the president in a significantly
material way. A withdrawal of this support would have a material adverse affect
on the financial position of the Company.

In addition, the net liabilities of the discontinued operations of Health-Pak
Inc pose significant off balance sheet risk that could be in excess of that
represented on the balance sheet at May 31, 2002 and May 31, 2001. The Company's
wholly owned subsidiary, Health-Pak, Inc., has filed petitions for relief under
Chapter 11 of the federal bankruptcy laws in the United States Bankruptcy Court
in the northern District of New York in June 2000. In the event of a forced
liquidation of the subsidiary by the bankruptcy court, the value received by the
Company for the assets of its subsidiary could be significantly less than the
fair market value of these assets estimated by management.

Note 8. Related Party Transactions

During the quarter ended August 31, 2002, the president advanced the Company
$1,393,132 for its operations. Interest expense for these advances for the
quarter is $29,142.

Upon the Company's inception in November 2000, certain shareholders of the
Company loaned $4,370,000 to the Company for operations and the Company issued
unsecured promissory notes in return. The promissory notes carry interest of
8.5% and mature in a balloon payment in November 2003.


                                      F-12





<Page>







Note 9. Property and Equipment

A summary of property and equipment at August 31, 2002 and May 31, 2002 is as
follows:

<TABLE>
<CAPTION>

                                                  8/31/02              5/31/02

<S>                                                <C>                 <C>
         Land                                      $2,459,890          $2,459,890
         Office equipment                              27,895              27,895
         Accumulated depreciation                     (12,576)            (10,234)
                                                 -------------        ------------
         Total                                     $2,475,209          $2,477,551
                                                 =============        ============

</TABLE>



                                      F-13




<Page>




Item 6. Management's Discussion and Analysis or Plan of Operation.

Background.

Life Energy and Technology Holdings, Inc. (the Company), formerly Health-Pak,
Inc., is a Delaware state corporation organized in December 1987. On December 4,
2000, the Company acquired Life Energy and Technologies Holdings, Ltd. (LIFE), a
company organized in November 2000 in the Republic of Ireland. Upon the
conclusion of the acquisition transaction, the Company changed its name from
Health-Pak, Inc. to Life Energy and Technology Holdings, Inc.

The acquisition has been accounted for as a reverse acquisition of the Company
by LIFE. Life was deemed the accounting acquirer in the transaction. Pursuant to
the acquisition agreement, the former business operations of Health-Pak, Inc.
were discontinued and management adopted a formal plan for its disposal.

General Statement: Factors That May Affect Future Results.

With the exception of historical information, the matters discussed herein
contain forward looking statements under the 1995 Private Securities Litigation
Reform Act that involve various risks and uncertainties. Typically, these
statements are indicated by words such as "anticipates," "expects," "believes,"
"plans," "could," and similar words and phrases. Factors that could cause the
Company's actual results to differ materially from management's projections,
forecasts, estimates and expectations include but are not limited to the
following:

* Inability of the company to secure additional financing;

* Unexpected economic changes in the Russia, northern Africa, and the United
  States; and

* The imposition of new restrictions or regulations by government agencies that
  affect the Company's waste disposal process.

To the extent possible, the following discussion will highlight the activities
solely of the Company's efforts in developing and marketing the Biosphere
Process'TM' systems from the date of the Acquisition Agreement on December 4,
2000 through May 31, 2002.




                                   Page 4





<Page>








I. Consolidated Results of Operations.

Upon the inception of the Company in November 2000 and the acquisition by Health
Pak, Inc in December 2000, the Company established its head office in Utica, New
York. The Company retained the former management of the Health Pak Inc. to
manage the Company's operations.

In February 2001 the Company took delivery in Ireland of the two Biosphere
Process'TM' systems. The costs to build the system, which was manufactured in
Russia, was $9,500,000. The system was transferred to North Africa to be used as
a model for potential buyers of the Biosphere Process'TM' system.

In November 2001, the Company entered into a contract to lease the two Biosphere
Process'TM'(3) Systems to a private company located in Lebanon. The lease calls
for the payment of $2,020,000 per year for twenty-five years. According to the
lease, the Company maintains a security interest in the two systems and is not
liable for any ongoing maintenance costs for the upkeep and operating of the
machines. As a result of the transaction, the Company has recorded sales
revenues of $24,474,652 for the year ended May 31, 2002, which represents the
discounted future cash flows from the lease at 6.68%. The undepreciated cost of
the two systems at the time of the sale was $9,381,634 and is recorded as a cost
of sale. As a result, the Company has recognized $15,093,018 in gross profits on
sales for the fiscal year ended May 31, 2002.

As of the date of this Report sales and lease agreements have been signed for
the first 50 Biosphere Process'TM' systems, and discussions are ongoing on a
master lease for an additional 2000 Biosphere Process'TM' systems. These lease
agreements are dependent upon the Company's ability to finance the cost of
manufacturing and delivering the systems, which would approximate $10 billion
for 2000 units. The Company has not been able to secure any financing for the
manufacture of the Biosphere Process'TM' systems as of the date of this report,
nor can management positively assert that it would be successful in obtaining
such financing.

Salaries and benefits expenses for Q12002 were $629,520 as compared to $503,263
in Q12001. Currently there are twelve contracted employees as opposed to eleven
last year. Salaries and benefits expenses are somewhat higher this quarter due
to annual increases for some of the employees in the United States.

Administrative expenses for Q12002 was $149,999 as compared to $231,455 for
Q12001. Below is a table comparing the administrative expenses of the firm for
the quarters.

<TABLE>
<CAPTION>

                                                     31-Aug-02         31-Aug-01

<S>                                                         <C>           <C>
          Promotion                                         $0            $4,167
          Depreciation office equipment                  2,342                 0
          Depreciation-Biosphere prototype                   0            97,927
          Professional fees and consulting              42,323            32,479
          Telephone                                      4,134             2,877
          Office administration                         55,348            43,873
          Office rent                                        0               425
          Travel costs                                  45,852            49,707
                                                 --------------     -------------
          Total                                       $149,999          $231,455
                                                 ==============     =============
</TABLE>




                                    Page 5





<Page>




Depreciation of the Biosphere System in Q12002 represents the depreciation of
the original machines that were placed into service as models for potential
clients in February 2001 through the point of their leased sale in November
2001.

After deducting administrative expenses, the Company recognized a loss from its
continuing operations of $779,519 in Q1 2002 as compared to a loss of $734,718
in Q1 2001.

Interest expense for Q1 2002 was $100,096 as compared to $94,810 in Q1 2001.
Most of the interest expense is the result of the promissory notes of $4,370,000
issued to some of the Company's shareholders at the Company's inception in
November 2000.

After adding other income and expenses, the Company experienced a loss from its
continuing operations of $879,615 in Q1 2002 as compared to a loss of $829,648
the year before. After deducting the results from the discontinued operations of
Health-Pak Inc., the Company experienced a net loss of $874,371 for Q1 2002 as
compared to a loss of $846,749 the year before.

On a per share basis, the Company experienced loss per share of $0.04 for both
Q1 2002 and Q1 2001.


II. Discussion of Financial Condition: Liquidity and Capital Resources

At August 31, 2002, the Company had a working capital deficit of $5,397,292 as
compared to $4,657,146 at the end of fiscal year 2002. Most of the increase in
the working capital deficit is attributed to the accrual of salaries. The
employees of the Company have not yet been paid their contracted salaries. At
August 31, 2002, the Company owed its employees $4,407,873 for salaries unpaid
to date. At May 31, 2002, unpaid salaries were $3,719,375.
Cash on hand was $1,177 at August 31, 2002. Cash increased during this fiscal
year from $1,056 at the end of fiscal 2002. The president of the Company
advanced $43,500 during Q1 2002 and used $43,379 for operations.

Total assets at August 31, 2002 were $41,888,728 as compared to $41,890,949.


Stockholders' equity decreased to $28,566,508 at August 31, 2002 from
$29,440,879 at May 31, 2002 solely as a result of the net loss of $874,371 for
Q1 2002.

During the coming fiscal year, the Company projects significant additional
expenditures in connection with the manufacture of the Company's already
contracted Biosphere Process'TM' systems if the financing for the cost of the
manufacture of the systems is attained. The Company is currently obligated to
purchase 50 machines for $250 million dollars from its vendor. In addition


                                   Page 6





<Page>




the Company is concluding contract discussions for an additional 2000 Biosphere
Process'TM' systems, which will would cost an estimated $10 billion to
manufacture.

Management expects acquire the financing to manufacture the Biosphere Systems
through a combination of traditional bank credit facilities, several of which
are presently being negotiated by management; internally generated revenues; and
the issuance of additional Company securities.

As of the date of this Report, however, management has not concluded any
financing agreements with any financial institution to build the Biosphere
Systems nor has any plans for a secondary offering of its common stock been
finalized. Management cannot positively assert that it will be successful in
attaining the financing needed to begin manufacturing Biosphere systems in the
foreseeable future.

III. Inflation and Other Considerations

During the past few years' inflation in the United States and most part of the
world has been relatively stable which is expected to have a beneficial effect
upon the Company's operations. In light of the strong perceived demand for the
Biosphere system, particularly in developing countries, management believes that
the terms it offers for the lease of these systems have been competitively
priced in relation to alternative products. In management's opinion, low
inflation and relatively stable economic conditions are expected to continue for
the foreseeable future. However, should the world economy again experience
double digit inflation rates, as was the case in the past, the impact could
adversely affect the Company's ability to effectively compete in its overseas
markets. In particular, adverse economic conditions in the world will typically
have the most severe impact upon developing countries that, at the present time,
constitute the Company's primary target market. Further, technological changes
may also impact the competitiveness of the Company's pricing for its systems and
the imposition of regulatory controls may increase the cost of manufacturing or
operating the Biosphere systems in the future.

Item 7. Financial Statements.

The following Selected Financial Information relates solely to the Company's
current business operations. This information is qualified in its entirety by
the detailed financial statements included herein.


        Item 6. Selected Financial Data

<TABLE>
<CAPTION>

                                          31-Aug-02       31-Aug-01

<S>                                      <C>            <C>
Cash and Cash Items                          $1,177            $633
Marketable Securities                            $0              $0
Notes and Accounts Receivable                    $0              $0
Allowances for Doubtful Accounts                 $0              $0
Inventory                                        $0              $0
Other Current Assets                             $0              $0
Total Current Assets                       $814,996     $       633
Property, Plant & Equipment              $2,475,209     $12,075,695

</TABLE>



                                    Page 7





<Page>







<TABLE>
<CAPTION>

                                          31-Aug-02       31-Aug-01

<S>                                      <C>            <C>

Accumulated Depreciation                     $12,576       $113,505
Total Assets                             $41,888,728    $27,178,726
Total Current Liabilities                 $6,212,288     $3,670,154
Bonds, Mortgages & Debt
  Net of Current Portion                  $5,047,805     $4,676,352
Preferred Stock                          $18,657,090    $18,657,090
Common Stock                                 $39,684        $41,784
Other Shareholders' Equity                $4,502,679    ($1,816,175)
Total Liabilities &
 Shareholders' Equity                    $41,888,728    $27,178,726

Sales of Tangible Products                        $0             $0
Cost of Tangible Goods Sold                       $0             $0
Total Administrative Expenses               $779,519       $734,718
Other Income and Expenses                         $0             $0
Interest Expense                            $100,096        $94,810
Income Tax Expense                                $0             $0
Gain (Loss) from Continuing Operations     ($879,615)     ($829,648)
Loss from Discontinued Operations             $5,244       ($17,101)
Net Loss                                   ($874,371)     ($846,749)
Income (Loss) Per Share-Basic                 ($0.04)        ($0.04)
Income (Loss) Per Share-Diluted               ($0.04)        ($0.04)

</TABLE>



PART II  OTHER INFORMATION

ITEM 6   EXHIBITS AND REPORTS ON FORM 8-K

(a)  Exhibits: None.

(b)  Reports on Form 8-KSB: None




                                   Page 8





<Page>

                                   SIGNATURES


         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: October 1, 2002

                                      LIFE ENERGY & TECHNOLOGY HOLDINGS INC.


                                      By /s/ Christopher A. McCormack
                                         ----------------------------
                                             Christopher A. McCormack
                                             President
                                             Chief Operating Officer





                      STATEMENT OF DIFFERENCES

The trademark symbol shall be expressed as..................       'TM'