United States
                       Securities and Exchange Commission
                             Washington, D.C. 20549


                                    Form 10-Q



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

                For the quarterly period ended September 30, 2002

                         Commission file number 0-20468


                     ALTERNATIVE TECHNOLOGY RESOURCES, INC.
             (Exact name of registrant as specified in its charter)



            Delaware                                      68-0195770
(State or other jurisdiction of                (IRS Employer Identification No.)
 incorporation or organization)



                     33 Jewell Court, Portsmouth, N.H. 03801
                    (Address of principal executive offices)

                                 (603) 501-3200
              (Registrant's telephone number, including area code)


                  (Former address if changed since last report)


Check 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 [ ]

Number of shares of common stock outstanding as of November 5, 2002:  66,754,458


<PAGE>


PART I.  FINANCIAL INFORMATION
Item 1.           Financial Statements




                     ALTERNATIVE TECHNOLOGY RESOURCES, INC.
                            Condensed Balance Sheets
                                   (Unaudited)
<TABLE>
<CAPTION>
<S>                                                                                      <C>                        <C>

                                                                                      September 30,               June 30,
                                       Assets                                            2002                      2002
                                       ------                                   ----------------------    ---------------------
Current assets:
  Cash and cash equivalents                                                     $         884,725         $         402,291
  Trade accounts receivable                                                                20,651                     3,602
  Prepaid maintenance and service fees                                                     90,149                         -
  Prepaid expenses, and other current assets                                              107,444                    81,223
                                                                                ----------------------    ---------------------
Total current assets                                                                    1,102,969                   487,116
                                                                                ----------------------    ---------------------

Property and equipment:
  Equipment and software                                                                  817,076                   788,192
  Accumulated depreciation and amortization                                              (361,333)                 (297,987)
                                                                                ----------------------    ---------------------
  Property and equipment, net                                                             455,743                   490,205
                                                                                ----------------------    ---------------------

Prepaid financing costs                                                                    52,626                         -
Prepaid license and service fees                                                          191,321                   211,498
Other non-current assets                                                                   10,199                    14,490
                                                                                ----------------------    ---------------------

                                                                                $       1,812,858         $       1,203,309
                                                                                ======================    =====================

                   Liabilities and Stockholders' Equity (Deficit)
Current liabilities:
  Payable to Healthcare Exchange participants                                   $         839,566         $         409,738
  Trade accounts payable                                                                  585,523                   438,460
  Accrued payroll and related expenses                                                    279,750                   274,777
  Accrued preferred stock dividends                                                       283,195                   283,195
  Accounts payable and accrued interest payable to stockholders                           909,990                   797,232
  Notes payable to stockholder                                                          2,831,529                 2,212,529
  Convertible notes payable to stockholder                                              2,423,823                 2,423,823
  Convertible notes payable to third party                                                686,852                         -
  Accrued interest payable to third party                                                  14,685                         -
  Other current liabilities                                                               273,711                   254,469
                                                                                ----------------------    ---------------------
Total current liabilities                                                               9,128,624                 7,094,223
                                                                                ----------------------    ---------------------

Commitments and contingencies

Stockholders' equity (deficit):
  Convertible preferred stock, $6.00 par value - 1,200,000 shares authorized
     none issued and outstanding at September 30, 2002 and 2001, 204,167 shares
     Designated Series D, none issued and outstanding at September 30, 2002 and
June 30, 2002
  Common stock, $0.01 par value - 100,000,000 shares authorized; 61,069,255
     shares issued and outstanding at September 30, 2002
     (60,968,213 at June 30, 2002)                                                        610,693                   609,682
  Additional paid-in capital                                                           53,323,226                52,862,283
  Accumulated deficit                                                                 (61,249,685)              (59,362,879)
                                                                                ----------------------    ---------------------
Total stockholders' equity (deficit)                                                   (7,315,766)               (5,890,914)
                                                                                ----------------------    ---------------------

                                                                                $       1,812,858         $       1,203,309
                                                                                ======================    =====================
See accompanying notes to condensed financial statements.
</TABLE>


<PAGE>


PART I.  FINANCIAL INFORMATION
Item 1.           Financial Statements




                     ALTERNATIVE TECHNOLOGY RESOURCES, INC.
                       Condensed Statements of Operations
                                   (Unaudited)
<TABLE>
<CAPTION>
<S>                                                                      <C>                   <C>

                                                                           Three Months Ended
                                                                                September 30,
                                                                          2002                2001
       Healthcare exchange
           Revenue                                                   $     776,560      $    108,218
           Costs                                                          (543,702)         (224,788)
                                                                     --------------     ---------------------
       Gross profit (loss)                                                 232,858          (116,570)

       Selling, marketing and product development costs                 (1,397,306)       (1,505,195)

       General and administrative expenses                                (509,015)         (505,834)
                                                                     --------------     ---------------------

       Loss from operations                                             (1,673,463)       (2,127,599)

       Other income (expense)
           Interest income                                                     430            33,133
           Interest expense to third party                                 (77,315)                -
           Interest expense to stockholders and directors                 (136,458)         (139,517)
                                                                     --------------     ---------------------
       Total other income (expense)                                       (213,343)         (106,384)
                                                                     --------------     ---------------------

       Net loss                                                      $  (1,886,806)     $ (2,233,983)
                                                                     ==============     =====================


       Basic and diluted net loss per share
                                                                     $       (0.03)      $     (0.04)
                                                                     ==============     =====================

       Shares used in per share calculations                            61,016,315        59,401,860
                                                                     ==============     =====================


See accompanying notes to condensed financial statements.

</TABLE>


<PAGE>




                     ALTERNATIVE TECHNOLOGY RESOURCES, INC.
                       Condensed Statements of Cash Flows
                                   (Unaudited)
<TABLE>
<CAPTION>
<S>                                                                                <C>                       <C>

                                                                                       Three Months Ended
                                                                                         September 30,
                                                                                2002                        2001
                                                                       ------------------------     ----------------------

Net cash used in operating activities                                  $       (1,062,532)          $    (2,005,312)
                                                                       ------------------------     ----------------------

Cash flows used in investing activities:
    Purchases of property and equipment                                           (28,884)                  (91,033)
    Maturities of short-term investments                                                -                 1,354,159
                                                                       ------------------------     ----------------------
Net cash provided (used) by investing activities                                  (28,884)                1,263,126
                                                                       ------------------------     ----------------------

Cash flows from financing activities:
    Prepaid financing costs                                                       (52,626)
    Proceeds from exercise of options and warrants                                  7,476                    19,251
    Proceeds from notes payable to stockholders                                   619,000                   313,902
    Proceeds from convertible notes payable                                     1,000,000                         -
                                                                       ------------------------     ----------------------
Net cash provided by financing activities                                       1,573,850                   333,153
                                                                       ------------------------     ----------------------


Net increase (decrease) in cash and cash equivalents                              482,434                  (409,033)
Cash and cash equivalents at beginning of period                                  402,291                 3,159,017
                                                                       ------------------------     ----------------------

Cash and cash equivalents at end of period                             $          884,725           $     2,749,984
                                                                       ========================     ======================



See accompanying notes to condensed financial statements.
</TABLE>

<PAGE>



                     ALTERNATIVE TECHNOLOGY RESOURCES, INC.
                     Notes to Condensed Financial Statements
                               September 30, 2002
                                   (Unaudited)

Note 1 - Basis of Presentation

The accompanying  unaudited condensed financial statements have been prepared in
accordance with accounting  principles  generally  accepted in the United States
for interim  financial  information and pursuant to the rules and regulations of
the Securities and Exchange Commission.  Accordingly, they do not include all of
the  information  and  footnotes  required by  accounting  principles  generally
accepted in the United  States for complete  financial  statements.  For further
information, refer to the financial statements and footnotes thereto included in
the  Company's  annual  report on Form 10-K for the  fiscal  year ended June 30,
2002.

In the opinion of  management,  the  unaudited  condensed  financial  statements
contain all adjustments,  consisting of normal recurring adjustments, considered
necessary to present  fairly the Company's  financial  position at September 30,
2002 and June 30,  2002,  results  of  operations  for the  three  months  ended
September 30, 2002 and 2001, and cash flows for the three months ended September
30, 2002 and 2001.  The results for the period ended  September 30, 2002 are not
necessarily  indicative of the results to be expected for the entire fiscal year
ending June 30, 2003.

The Company has incurred  operating losses since inception,  which have resulted
in an accumulated  deficit of  $61,249,685  at September 30, 2002.  Based on the
steps the  Company  has taken to refocus its  operations  and obtain  additional
financing,  the Company  believes that it has developed a viable plan to address
the Company's  ability to continue as a going  concern,  and that this plan will
enable the Company to continue as a going  concern,  at least through the end of
fiscal year 2003. The Company engaged a placement agent to assist in the sale of
shares of the  Company's  common  stock in a private  placement.  Subsequent  to
September 30, 2002, the Company  received  gross proceeds of $4,125,000  through
the sale of 4,125,000  shares  pursuant to this  offering.  Cash proceeds net of
offering costs were $3,884,567.  In addition,  the due dates of Notes Payable to
Stockholder  and  Convertible  Notes Payable to  Stockholder  were extended from
December  31,  2002 to  December  31,  2003.  [See  Part I Item 2  "Management's
Discussion  and  Analysis of  Financial  Condition  and Results of  Operations -
Liquidity and Capital Resources"]

There can be no assurance that this plan will be  successfully  implemented.  If
the offering is not fully subscribed,  the Company may be required to reduce the
development  efforts  of its  Healthcare  Exchange  or be  forced  into  seeking
protection under federal bankruptcy laws. As a result, the report of independent
auditors  on the  Company's  June 30,  2002  financial  statements  includes  an
explanatory  paragraph indicating there is substantial doubt about the Company's
ability to continue as a going concern.  The financial statements do not include
any adjustments to reflect the possible future effects on the recoverability and
classification  of assets or the amounts and  classification of liabilities that
may result from the outcome of this uncertainty.
<PAGE>

Note 2 - Financing Arrangements

On July 26,  2002,  the Company  received  cash of  $1,000,000  in exchange  for
issuance of a convertible  note (the "Note").  The Note bears interest at 8% and
is payable at the earliest of July 25, 2003 or when the  Company,  in a proposed
private placement of common stock, raises $8,000,000 (the "Private  Placement").
Pursuant to the original  terms of the Note, all or a portion of the Note may be
converted  into  shares of common  stock at the  lower of $2.25 per  share;  the
subscription  per  share  price of the  proposed  Private  Placement;  or if the
Company sells shares of its common stock, or issues  options,  warrants or other
securities  convertible into shares of its common stock before March 29, 2003 at
a price less than the lower of $2.25 or the  subscription per share price of the
proposed  Private  Placement,  then  the per  share  price of the  common  stock
subsequently  sold (excluding  common stock that may be (i) issued in connection
with a merger,  (ii) issued as a  dividend,  (iii)  issued upon the  exercise of
options  subsequently issued after the closing to employees of or consultants to
the Company,  or (iv) issued upon the exercise of existing options,  warrants or
other convertible securities).

In connection  with the issuance of the Note,  the Company may issue up to three
warrants.  Each  warrant  provides  for the  purchase  of 100,000  shares of the
Company's  common stock at an exercise  price equal to the lower of $2.14 or the
subscription  per share price of the proposed Private  Placement,  or if further
shares are  offered at a lower price per share,  then at that  price.  The First
Warrant was issued on July 26,  2002.  The Second  Warrant will be issued if the
Company  does not repay the Note within 180 days from the  issuance of the Note.
The Third  Warrant  will be issued if the Company does not repay the Note within
one year from the issuance of the Note.

In  connection  with the  issuance  of the Note and First  Warrant,  the Company
estimated  the  fair  value  of the  First  Warrant  to be  $198,000  using  the
Black-Scholes  model. In accordance with EITF 98-5,  "Accounting for Convertible
Securities  with  Beneficial  Conversion  Features  or  Contingently  Adjustable
Conversion  Ratios," and EITF 00-27,  "Application  of Issue No. 98-5 to Certain
Convertible  Instruments,"  the Company has recognized  $62,630 through interest
expense  during the three months ended  September  30, 2002 for a portion of the
fair  value of the First  Warrant  and a portion  of the  beneficial  conversion
feature of the Note, which was estimated to be $177,778. The Company will record
additional  amounts  totaling  $313,148  through interest expense until July 26,
2003 for the  remaining  fair  value of the  First  Warrant  and the  beneficial
conversion feature of the Note recorded at the initial transaction date.

Relating to the private  placement of 4,125,000  shares of the Company's  common
stock at a purchase  price of $1.00 per share in October  2002,  the  conversion
price of the Note and per share  exercise  price of the First Warrant were reset
to $1.00.  In accordance  with EITF 00-27,  the Company will record $624,222 for
the additional  beneficial  conversion amount relating to the value of the reset
feature.  This amount will be recognized  ratably through interest expense until
July 26, 2003.

Also during the period ended  September 30, 2002, Mr. Cameron loaned the Company
an additional  $619,000  which bears interest at 10.25% per annum and is payable
on December 31, 2002.
<PAGE>

Note 3 - Comprehensive Loss

Total  comprehensive loss for the three months ended September 30, 2002 and 2001
was $1,886,806,  and $2,233,961 respectively.  Other comprehensive income (loss)
represents  the net change in unrealized  gains  (losses) on  available-for-sale
securities.

Note 4 - Net Loss Per Share

Loss per share amounts for all periods have been  presented in  accordance  with
Statement of Financial Accounting Standards Board No. 128, "Earnings per Share."
As the  Company has  reported  net losses in all  periods  presented,  basic and
diluted loss per share have been  calculated on the basis of net loss applicable
to common  stockholders  divided by the weighted  average number of common stock
shares outstanding without giving effect to outstanding options,  warrants,  and
convertible  securities  whose effects are  anti-dilutive.  For the three months
ended September 30, 2002 and 2001 there were stock options,  stock warrants, and
convertible notes payable  outstanding,  which could potentially dilute earnings
per share in the future but were not included in the computation of diluted loss
per share as their effect was anti-dilutive in the periods presented.

Note 5 - Recent Accounting Pronouncements

In July 2001,  the Financial  Accounting  Standards  Boards issued  Statement of
Financial  Accounting Standards No. 142, "Goodwill and Other Intangible Assets,"
or SFAS  142.  SFAS 142 no longer  permits  the  amortization  of  goodwill  and
indefinite-lived  intangible  assets.  Instead,  these  assets  must be reviewed
annually  (or more  frequently  under  certain  conditions)  for  impairment  in
accordance  with this statement.  Intangible  assets that do not have indefinite
lives will  continue to be  amortized  over their  useful lives and reviewed for
impairment in accordance  with existing  guidance.  The Company adopted SFAS 142
effective July 1, 2002.  Because the Company has  historically not been party to
any business  combinations  and therefore has not recorded  related goodwill and
intangible  assets,  the  adoption  of SFAS  142 did not have an  effect  on the
Company's results of operations, financial position or cash flows.

In  October  2001,  the FASB  issued  Statement  No.  144,  "Accounting  for the
Impairment or Disposal of Long-Lived  Assets," or SFAS 144.  SFAS 144 supersedes
SFAS 121,  however it  retains  the  fundamental  provisions  of that  statement
related to the  recognition  and  measurement  of the  impairment  of long-lived
assets to be "held  and  used."  Among  other  things,  SFAS 144  provides  more
guidance on estimating  cash flows when  performing a  recoverability  test. The
Company  adopted SFAS 144 effective  July 1, 2002.  The adoption of SFAS 144 did
not have an effect on the Company's results of operations,  financial  condition
or cash flows.

Note 6 - Subsequent Events

The  Company  engaged a  placement  agent to assist in the sale of shares of the
Company's common stock in a private placement. Subsequent to September 30, 2002,
the Company received gross proceeds of $4,125,000  through the sale of 4,125,000
shares  pursuant to this  offering.  Cash  proceeds  net of offering  costs were
$3,884,567.
<PAGE>

Subsequent to September 30, 2002, resulting from the closing of the October 2002
Private  Placement of Common Stock,  1,540,729  additional shares were issued to
investors  who  purchased  shares of common  stock in the January  2002  private
placement  based  on  the  October  2002  Private   Placement  price  of  $1.00.
Compensation expense to be recorded during the second quarter ended December 31,
2002,  for the  additional  shares  issued to the  Company's  Chairman and Chief
Financial Officer will be $377,778.

Subsequent to September 30, 2002,  the Company agreed with Mr. Cameron to extend
the due date on notes payable to him until  December 31, 2003 in exchange for an
extension fee of 2%. These extended notes total  $2,873,691,  including  accrued
interest  and  extension  fees,  and bear  interest  at 10.25% per  annum.  Also
subsequent to September 30, 2002,  the Company agreed with the other note holder
to extend the due date of his  convertible  promissory  notes until December 31,
2003. These  convertible  promissory notes total  $2,681,415,  including accrued
interest,  bear  interest  at 10.25% per annum and are  convertible  into common
stock at $3.00 per share at the note holder's option.

Item 2.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations

Management's Discussion and Analysis

The following  discussion  provides  information to facilitate the understanding
and  assessment  of  significant  changes  in trends  related  to the  financial
condition  of the Company and its  results of  operations.  It should be read in
conjunction  with the Company's  financial  statements and the notes thereto and
other financial  information  included elsewhere in the Form 10-K for the fiscal
year ended June 30, 2002.

Overview

General

Alternative  Technology  Resources,  Inc. (hereinafter referred to as "ATR," the
"Company,"  "we" or  "us")  has  developed  and is  operating  an  Exchange  for
healthcare  services  ("Healthcare  Exchange").  The  purpose of the  Healthcare
Exchange  is to  utilize  the  Internet  and other  technologies  to  facilitate
Provider  (defined below) initiated  discounts and  administrative,  billing and
remittance  services  for all  commercial  lines of business  in the  healthcare
industry.  The Healthcare Exchange offers a direct and efficient conduit between
Providers and Purchasers  (defined  below) of healthcare  services  and/or their
agents, such as Preferred Provider Organizations.

ATR does not provide healthcare services, but rather expects to act as a neutral
conduit for efficiency  between Providers,  Purchasers and their  intermediaries
including  preferred  provider  organizations,  that  should  benefit  all.  ATR
believes that reducing the costs associated with traditional "bricks and mortar"
operations,  creating economies of scale,  facilitating  access to Providers and
Purchasers, streamlining overhead costs, exploiting possibilities for functional
integration,  reducing  errors and speeding  the payment of claims  should allow
Purchasers to pay less and Providers to recover more of what they bill.
<PAGE>

Providers submit bills to the Company, who reprices the bills to the rate set by
the Providers,  including adding a  transaction-processing  fee, and then routes
them to Purchasers or their  intermediaries.  The Company receives payments from
Purchasers  on  behalf  of  the  Providers,  and  then  remits  payments  to the
Providers.

ATR's  Healthcare  Exchange began  operations with a limited number of Providers
and  Purchasers in the quarter  ending June 30, 2001.  The Company  continues to
receive,  process and analyze  operating  data, and the results of the Company's
analysis will determine the amount and timing of remaining  development  related
efforts.

The Company is currently recruiting medical doctors,  medical groups,  hospitals
and other health care  practitioners  (collectively,  "Providers") in thirty-two
markets in  twenty-two  states to offer their  services  through the  Healthcare
Exchange to those who purchase or facilitate the purchase of healthcare services
("Purchasers").

The Company has outsourced to multiple  vendors  portions of the development and
operations of the information systems for its Healthcare  Exchange.  The Company
contracts  with an  application  services  provider to license,  support and run
software  to  process  medical  bills  submitted  to  the  Company's  Healthcare
Exchange.  ATR also works with vendors to receive claims from Providers  through
electronic  clearinghouses and to convert paper claims into electronic  formats.
ATR is evaluating other potential technology vendors as well.

History

Alternative  Technology  Resources,  Inc. was founded as 3Net  Systems,  Inc. in
1989. In August 1999, James W. Cameron,  Jr., the Company's largest stockholder,
was named Chairman and Chief Executive Officer.  Under his direction the Company
identified what it believes to be a significant  business  opportunity and began
developing a business model involving the establishment of a Healthcare Exchange
under the name "DoctorandPatient."

In February  2000,  Jeffrey S.  McCormick  assumed the position of the Company's
Chief Executive Officer. Mr. McCormick has significant  experience in financing,
managing and growing early stage development companies as a managing director of
Boston-based  Saturn  Asset  Management,  Inc.  Mr.  McCormick  has served as an
advisor or director of several Internet and electronic  commerce  companies over
the last six years.  As the Company's CEO, Mr.  McCormick is responsible for all
phases of development,  implementation and operation of the Company's Healthcare
Exchange.  Mr.  Cameron still acts as Chairman and Chief  Financial  Officer and
continues to play an active and  substantial  role in formulating  the Company's
business strategy and policy.

The Company is using its management's  experience in health care and information
technology to establish the Healthcare Exchange,  which has become the Company's
sole focus. ATR's Healthcare  Exchange began operations with a limited number of
Providers  and  Purchasers  in the  quarter  ending June 30,  2001.  The Company
continues to receive, process and analyze operating data, and the results of the

<PAGE>

Company's analysis will determine the amount and timing of remaining development
related efforts.  ATR's previous business was recruiting,  hiring,  and training
foreign computer programmers and placing them with U.S. companies.  In line with
the Company's strategy to focus on the establishment of the Healthcare Exchange,
ATR suspended  recruitment of foreign computer  programmers in December 1999 and
began  pursuing  the  conversion  of  foreign  computer  programmers  to  become
employees of ATR's  customers.  This conversion  process was complete as of June
30, 2001, and the Company is no longer in that business.

Critical Accounting Policies

Revenue    Recognition.    The    Company    recognizes    revenue    for    the
transaction-processing  fee  when  earned  and  the  Company  has  substantially
completed all of its obligations under the contract.

Product Development Costs. In October 1999, the Company began incurring costs to
develop its Healthcare Exchange.  In accordance with SOP 98-5,  "Reporting Costs
on Start-Up  Activities," start-up costs associated with the Healthcare Exchange
have been expensed as incurred.

Stock-Based  Compensation.  The Company  has elected to account for  stock-based
compensation   using  the  intrinsic  value  method   prescribed  by  Accounting
Principles  Board Opinion No. 25,  "Accounting  for Stock Issued to  Employees."
Under the intrinsic value method,  compensation  cost is the excess,  if any, of
the  quoted  market  price or fair value of the stock at the grant date or other
measurement date over the amount an employee must pay to acquire the stock.

Prepaid License and Service Fees. Prepaid license and services fees are recorded
at cost  and  amortized  on a  straight-line  basis  over  the  service  period.
Management  considers  whether  indicators  of  impairment  of these  assets are
present  at each  balance  sheet date and an  impairment  loss is  recorded,  if
necessary.  In assessing the recoverability of the Company's prepaid license and
service fees, the Company must make assumptions  regarding estimated future cash
flows and other factors to determine the fair value of the respective assets. If
these estimates or their related  assumptions  change in the future, the Company
may be required to record  impairment  charges for these  assets not  previously
recorded.

Financial Condition

Cash and cash equivalents  increased  $482,434 since June 30, 2002. At September
30, 2002, substantially all of ATR's cash was invested in money market accounts.

Because the Company is emphasizing the  development of the Healthcare  Exchange,
the results of operation  for the three months ended  September 30, 2002 may not
be indicative of results of operations for the year ended June 30, 2003.
<PAGE>


Results of Operation

Healthcare Exchange

Healthcare Exchange Revenue.  The Company began operations with a limited number
of Providers in the quarter ending June 30, 2001. Providers submit bills to ATR,
who  reprices  the bills to the rate set by the  Providers,  including  adding a
transaction-processing  fee,  and  then  routes  them  to  Purchasers  or  their
intermediaries.  ATR receives  payments from  Purchasers on behalf of Providers,
and then remits payments to Providers.  The Company  recognizes  revenue for the
transaction-processing  fee  when  earned  and  the  Company  has  substantially
completed  all of its  obligations  under the  contract.  During the three month
period ending September 30, 2002, $776,560 of revenue was recognized as compared
to $108,218 for the three month period ending  September 30, 2001.  The increase
is  primarily  the result of an increase in the number of  healthcare  providers
contracted with the Healthcare Exchange.

Healthcare  Exchange  Costs.  Healthcare  Exchange  costs are the  direct  costs
related to the  processing  of the bills  submitted  by  Providers  and payments
received  from  Purchasers.  These  costs  include the salary and other wage and
benefit costs of the Healthcare Exchange operations staff and the operating cost
of the  application  services  provider.  The costs for the three  month  period
ending  September  30,  2002 were  $543,702,  an  increase of 142% over costs of
$224,788 for the three month period  ending  September 30, 2001. As of September
30, 2002, there were 31 operations staff members  responsible for the processing
of bills submitted by Providers and payments received from Purchasers,  compared
to 9 operations staff members as of September 30, 2001.

Selling, Marketing and Product Development Costs

In October 1999,  the Company began  incurring  costs to develop its  Healthcare
Exchange.  Costs incurred are primarily the salary, other wage and benefit costs
of ATR's employees and other  operational  costs  associated with recruiting the
network of  healthcare  Providers.  The costs for the three month period  ending
September  30, 2002 were  $1,397,306,  a decrease of 7% over costs of $1,505,195
for the three month period ending September 30, 2001. This decrease is primarily
the result of a decrease in payroll costs and travel related costs.

General and Administrative Expenses

General and  administrative  expenses were $509,015 for the  three-month  period
ended  September  30, 2002,  and did not fluctuate  significantly  from the same
period in the prior fiscal year.

Other Income (Expense)

Interest Income. Interest income is related to the short-term investment of cash
balances,  primarily  in money  market  accounts.  The decrease is the result of
reduced cash  balances in the three month period  ending  September  30, 2002 as
compared to the same period in fiscal 2001.
<PAGE>

Interest Expense to Third Party. Interest expense to third party of $77,315, for
the three month period ending  September 30, 2002,  resulted  primarily from the
fair value of a warrant  issued in connection  with a  convertible  note and the
beneficial conversion feature of the convertible note to third party, which were
recognized  through interest  expense,  and the interest accrued on the note. No
interest  expense to third  party was  recognized  during the same period in the
prior fiscal year.

Interest Expense to Stockholders and Directors. The decrease of interest expense
of $3,059,  for  September  30, 2002 in  comparison to the same period in fiscal
year 2001,  despite the increase in Notes Payable,  resulted  primarily from the
extension of stockholder notes as of September 1, 2001. The extension included a
2% refinance  fee,  increasing  the interest  expense for the three month period
ending September 30, 2001.

Income Taxes

As of June 30, 2002 the Company had net operating loss carryforwards for federal
and state  income tax purposes of  approximately  $46,119,000  and  $26,245,000,
respectively.  The  federal  net  operating  loss  carryforwards  expire in 2004
through  2022 and the  state net  operating  loss  carryforwards  expire in 2002
through 2022. The Company also has approximately $98,000 and $25,000 of research
and  development  tax credit  carryforwards  for  federal  and state  income tax
purposes,   respectively.  The  federal  research  and  development  tax  credit
carryforwards expire in 2005.

In  connection  with the  Company's  initial  public  offering in August 1992, a
change of ownership  (as defined in Section 382 of the Internal  Revenue Code of
1986, as amended)  occurred.  As a result,  the  Company's  net  operating  loss
carryforwards  generated through August 20, 1992 (approximately  $1,900,000) are
subject to an annual limitation in the amount of approximately $300,000.

In 1993, a controlling interest of the Company's stock was purchased,  resulting
in a second  annual  limitation in the amount of  approximately  $398,000 on the
Company's ability to utilize net operating loss carryforwards  generated between
August 11, 1992 and September 13, 1993 (approximately $7,700,000).

In  accordance  with  provisions  of the  Internal  Revenue  Code  Section  382,
additional portions of the net operating loss carryforwards may be disallowed as
a result of additional changes in ownership of the Company.

The Company expects the  aforementioned  annual  limitations  will result in net
operating loss carryovers, which will not be utilized prior to the expiration of
the carryover period.

Liquidity and Capital Resources

For the three month  period  ending  September  30,  2002,  the  Company  earned
revenues of $776,560  but incurred a net loss of  $1,886,806.  Until the Company
can generate sufficient revenue to finance its operations, the Company will have
to seek other  financing.  Traditionally,  the Company has used a combination of
equity and debt  financing  and revenue  generated  to fund  operations  but has
incurred  operating  losses  since  its  inception,  which  has  resulted  in an
accumulated  deficit of  $61,249,685  at  September  30,  2002.  The Company had
negative working capital at September 30, 2002 of $8,025,656.
<PAGE>


Subsequent to September 30, 2002 the Company sold 4,125,000 shares of its common
stock at a purchase price of $1.00 per share.  The shares of common stock issued
in the private  placement  are  restricted  securities.  Net  proceeds  from the
offering were $3,884,567.  In connection with the private placement, the Company
engaged Stonegate  Securities,  Inc. as placement agent who received a placement
fee of 6% on the gross proceeds received from the sale of common stock placed by
them and a five year  warrant to purchase 10% of the common stock placed by them
at  $1.00  per  share.  The  placement  of the  common  stock  was  exempt  from
registration pursuant to Regulation D.

On July 26, 2002 Company received short-term  unsecured financing in the form of
a convertible  note of $1,000,000 from a lender.  This note bears interest at 8%
and is  payable  at the  earliest  of July 25,  2003 or when the  Company,  in a
Private Placement of Common Stock,  raises  $8,000,000.  All or a portion of the
convertible  note may be  converted  into shares of common stock at the lower of
$1.00 per share,  the  subscription  per share price of the October 2002 Private
Placement of Common Stock, or if further shares are offered at a lower price per
share at that price.  In  consideration  for the loan the Company  issued  three
warrants.  The  Company  issued to the lender one  warrant to  purchase  100,000
shares of common stock. The lender received a second warrant to purchase 100,000
shares of common  stock that may only be  exercisable  if the  Company  does not
repay the convertible note within 180 days of the agreement. The lender received
a third  warrant  to  purchase  100,000  shares  of  common  stock  that  may be
exercisable if the Company does not repay the  convertible  note within one year
of the  agreement.  Each of the  warrants  has an exercise  price of $1.00,  the
subscription  per share price of the October  2002  Private  Placement of Common
Stock,  or if  further  shares are  offered  at a lower  price per share at that
price.  When, and if, exercisable the lender may exercise these warrants through
July 26, 2009.

In connection with the issuance of the convertible  note and the issuance of the
first warrant,  the Company  estimated the fair value of the first warrant to be
$198,000  using  the   Black-Scholes   model.  In  accordance  with  EITF  98-5,
"Accounting for Convertible  Securities with Beneficial  Conversion  Features or
Contingently  Adjustable  Conversion  Ratios," and EITF 00-27,  "Application  of
Issue No. 98-5 to Certain  Convertible  Instruments," the Company has recognized
$62,630  through  interest  expense during the three months ended  September 30,
2002 for a portion of the fair value of the first  warrant  and a portion of the
beneficial conversion feature of the convertible note, which was estimated to be
$177,778.  The Company will record additional  amounts totaling $313,148 through
interest  expense until July 26, 2003 for the remaining  fair value of the first
warrant  and the  beneficial  conversion  feature  of the Note  recorded  at the
initial transaction date.

Relating to the private  placement of 4,125,000  shares of the Company's  common
stock at a purchase  price of $1.00 per share in October  2002,  the  conversion
price of the convertible  note and per share exercise price of the first warrant
were reset to $1.00.  In  accordance  with EITF 00-27,  the Company  will record
$624,222 for the additional  beneficial  conversion amount relating to the value
of the reset feature.  This amount will be recognized  ratable through  interest
expense until July 26, 2003.

During the period  between  January 9, 2002 and March 28, 2002, the Company sold
1,232,585 shares of its common stock at a purchase price of $2.25 per share. The
shares  of  common  stock  issued  in  the  private   placement  are  restricted
securities. Further pursuant to the private placement, it was agreed that in the

<PAGE>

event that within one year from the final  closing the Company  sells  shares of
common stock, or securities  exercisable or convertible  into common stock, at a
price less than $2.25 per share,  the Company would issue  additional  shares to
these investors in an amount such that the overall  purchase price will be equal
to the lower,  subsequent  sales price.  The forgoing shall exclude common stock
that may be issued in connection with a merger,  as a dividend,  pursuant to the
exercise of outstanding options,  warrants and other convertible  securities and
pursuant to options  subsequently  issued to  employees.  Net proceeds  from the
offering were $2,742,519.  The proceeds from the private  placement were used to
fund  operations  and repay debt.  The  Company's  Chairman and Chief  Financial
Officer  purchased  222,222 shares of the Company's  common stock in the private
placement.  Because  the  purchase  price of such stock was less than the public
trading price on the date of purchase, the Company recorded compensation expense
of $138,583 during fiscal year 2002. Subsequent to September 30, 2002, resulting
from the  closing  of the  October  2002  Private  Placement  of  Common  Stock,
1,540,729  additional shares were issued to these investors based on the October
2002  Private  Placement  price of $1.00.  Compensation  expense to be  recorded
during the second quarter ended  December 31, 2002,  for the  additional  shares
issued to the Company's Chairman and Chief Financial Officer will be $377,778.

As of June 30, 2002, the Company had received short-term, unsecured financing to
fund its operations in the form of notes payable of $4,636,352, from Mr. Cameron
and another  stockholder.  These notes bear interest at 10.25%.  On September 1,
2001,  the  Company  agreed  with Mr.  Cameron  to extend  the due date on notes
payable to him until  December 31, 2002 in exchange for an extension  fee of 2%.
These extended notes total $1,630,529,  including accrued interest and extension
fees, and bear interest at 10.25% per annum.  During the quarter ending June 30,
2002, Mr. Cameron loaned the Company an additional  $582,000 bearing interest at
10.25%  payable on December 31, 2002. On September 1, 2001,  the Company  agreed
with the other note holder to extend the due date of his convertible  promissory
notes  until  December  31,  2002.  These  convertible  promissory  notes  total
$2,423,823,  including accrued  interest,  bear interest at 10.25% per annum and
are  convertible  into  common  stock at $3.00  per  share at the note  holder's
option.  During the three month period ending  September 30, 2002,  Mr.  Cameron
loaned the Company an additional  $619,000 bearing interest at 10.25% payable on
December 31, 2002. Subsequent to September 30, 2002, the Company agreed with Mr.
Cameron to extend the due date on notes  payable to him until  December 31, 2003
in exchange for an extension fee of 2%. These extended  notes total  $2,873,691,
including  accrued  interest and extension fees, and bear interest at 10.25% per
annum.  Also subsequent to September 30, 2002, the Company agreed with the other
note  holder to extend the due date of his  convertible  promissory  notes until
December  31,  2003.  These  convertible   promissory  notes  total  $2,681,415,
including  accrued  interest,   bear  interest  at  10.25%  per  annum  and  are
convertible into common stock at $3.00 per share at the note holder's option.

The Company  signed  agreements  effective in January  2001 with an  application
services provider to license,  support and run software to process medical bills
submitted  to the  Company's  Healthcare  Exchange.  The  agreements  are for 66
months.  The application  service  provider  required payment of an initial base
license fee of $250,000,  which is being amortized over 66 months,  and start-up
costs,  including  data  center  set up,  training  and  implementation  fees of
approximately  $145,000,  which were expensed.  The agreements  require  monthly
minimum payments,  currently of approximately $35,000, and additional fees, that
are  transaction  based,  if  volumes  exceed  levels  included  in the  monthly
minimums.
<PAGE>

The Company's  Healthcare Exchange  development efforts will require substantial
funds prior to generating sufficient revenues to fund operations and repay debt.
However,  based on the steps the Company has taken to refocus its operations and
obtain additional financing, the Company believes that it has developed a viable
plan to address the Company's  ability to continue as a going concern,  and that
this plan will  enable the Company to  continue  as a going  concern  through at
least the end of fiscal 2003. The Company believes that it has raised additional
funds to finance its operations through fiscal 2003.  However,  the Company must
successfully  implement its business plan and there can be no assurance that the
plan will be  successfully  implemented.  If  unsuccessful,  the  Company may be
required  to reduce the  development  efforts or its  Healthcare  Exchange or be
forced into seeking  protection under federal  bankruptcy laws. As a result, the
report  of  independent  auditors  on the  Company's  June  30,  2002  financial
statements  includes an explanatory  paragraph  indicating  there is substantial
doubt about the Company's ability to continue as a going concern.  The financial
statements do not include any adjustments to reflect the possible future effects
on  the   recoverability  and  classification  of  assets  or  the  amounts  and
classification  of  liabilities  that  may  result  from  the  outcome  of  this
uncertainty.

The following table represents the debt  requirements  pertaining to contractual
obligations of the Company over the next five years:
<TABLE>
<CAPTION>
<S>                                                  <C>              <C>           <C>               <C>           <C>

---------------------------------------------------------------------------------------------------------------------------
Contractual Obligations                                                  Payments Due by Period
---------------------------------------------------------------------------------------------------------------------------
                                                    Total         Less than 1      1-3 years       4-5 years      After 5
                                                                      year                                         years
---------------------------------------------------------------------------------------------------------------------------

Notes payable to stockholder                  $   2,831,529      $   2,831,529   $           -   $           -  $       -

Convertible notes payable to stockholder          2,423,823          2,423,823               -               -          -

Convertible note payable to third party           1,000,000          1,000,000               -               -          -

Operating  leases -  facilities - payable to
stockholder                                         222,722            147,753          74,969               -          -

Operating leases - equipment                        145,455             44,847          90,481          10,127          -

Application services provider                     1,483,922            404,706       1,079,216               -          -

----------------------------------------------------------------------------------------------------------------------------
Total contractual cash obligations            $   8,107,451      $   6,852,658   $   1,244,666   $      10,127  $       -
----------------------------------------------------------------------------------------------------------------------------
</TABLE>

<PAGE>



PART I   FINANCIAL INFORMATION
Item 3   Quantitative and Qualitative Disclosures About Market Risk

The  Company  has notes  payable in the  aggregate  amount of  $6,255,352  as of
September  30,  2002  payable to two  stockholders  of the  Company  and another
lender.  The notes bear interest at 8% to 10.25% per annum and are due from July
25, 2003 to December 31,  2003,  or earlier if other  funding is  obtained.  The
Company does not believe that any change in interest  rates will have a material
impact on the Company  during fiscal 2003.  Further,  the Company has no foreign
operations and therefore is not subject to foreign currency fluctuations.

Item 4.  Disclosure Controls and Procedures

Within the 90 days prior to the date of this Form 10-Q, the Company  carried out
an evaluation, under the supervision and with the participation of the Company's
management,  including the Company's President and Chief Executive Officer along
with the Company's Chief Financial  Officer,  of the effectiveness of the design
and operation of the Company's  disclosure  controls and procedures  pursuant to
Exchange Act Rule 13a-14.  Based upon that evaluation,  the Company's  President
and Chief Executive  Officer along with the Company's  Chief  Financial  Officer
concluded that the Company's disclosure controls and procedures are effective in
timely alerting them to material information relating to the Company required to
be included in this Form 10-Q.

There have been no significant  changes in the Company's internal controls or in
other factors,  which could significantly affect internal controls subsequent to
the date the Company carried out its evaluation.

Item 5.  Pre-approval on Non-audit Services

In accordance with Section 10A(i)(2) of the Securities  Exchange Act of 1934, as
added  by  Section  202 of  the  Sarbanes-Oxley  Act of  2002,  the  Company  is
responsible for disclosing  non-audit  services to be performed by the Company's
external  auditors,  Ernst & Young LLP, that have been pre-approved by the audit
committee,  Non-audit  services are defined by law as services  other than those
provided in connection with an audit of the financial statements of the company.
During the  quarterly  period  covered by this filing,  the audit  committee has
approved the following non-audit services:  consultation on accounting standards
or transactions;  review of quarterly financial  statements for fiscal 2003; and
preparation  of fiscal 2002 and fiscal 2003 federal and state tax  returns.  The
nature of the above  services is considered  by the Company to be  audit-related
services that are closely related to the financial statement audit process.

PART II. OTHER INFORMATION

Item 1.  Legal Proceedings
None
<PAGE>

Item 2.  Changes in Securities and Use of Proceeds
(c)

(1) On July 26, 2002 the Company received short-term  unsecured financing in the
form of a  convertible  note of  $1,000,000  from an  Accredited  Investor.  The
convertible  note bears interest at 8% and is payable at the earlier of July 25,
2003 or when the  Company,  in a  private  placement  of  Common  Stock,  raises
$8,000,000.  All or a portion  of the  convertible  note may be  converted  into
shares of common stock at the lower of $1.00 per share,  or, if within 12 months
the Company  sells  additional  shares in a financing at a price less than $1.00
per share, at that lower price. As additional  consideration for the convertible
note,  the Company issued three  warrants.  The Company issued to the lender one
warrant to purchase 100,000 shares of common stock. The lender received a second
warrant to purchase  100,000 shares of common stock that may only be exercisable
if the  Company  does not  repay the  convertible  note  within  180 days of the
agreement.  The lender  received a third warrant to purchase  100,000  shares of
common  stock  that  may be  exercisable  if the  Company  does  not  repay  the
convertible  note within one year of the agreement.  Each of the warrants has an
exercise  price of $1.00 or, if within 12 months the  Company  sells  additional
shares in a financing at a price less than $1.00 per share, at that lower price.
When, and if,  exercisable  the lender may exercise these warrants  through July
26, 2009.  The  issuance of the  convertible  note was exempt from  registration
pursuant to Regulation D.

(2) During the month of October 2002, the Company sold  4,125,000  shares of its
common stock at a purchase price of $1.00 per share to Accredited Investors. Net
cash proceeds from the offering were $3,884,567.  In connection with the private
placement, the Company engaged Stonegate Securities, Inc. as placement agent who
received a placement fee of 6% on the gross  proceeds  received from the sale of
common  stock  placed by them and a five year  warrant  to  purchase  10% of the
common  stock  placed by them at $1.00 per share.  The  placement  of the common
stock was exempt from registration pursuant to Regulation D.

(3) During the period  between  January 9, 2002 and March 28, 2002,  the Company
sold 1,232,585 shares of its common stock at a purchase price of $2.25 per share
to Accredited Investors.  Pursuant to the terms of the private placement, in the
event that the Company sold shares of common stock, or securities exercisable or
convertible  into common stock,  at a price less than $2.25 per share within one
year from the final closing,  the Company would issue additional shares to these
investors in an amount such that the overall purchase price will be equal to the
lower, subsequent sales price. As previously disclosed, during October 2002, the
Company completed a private placement of 4,125,000 shares of its common stock at
$1.00 per share.  As a result of the subsequent  private  placement at $1.00 per
share,  the Company issued 1,540,729  additional  shares to the investors of the
March 2002 private  placement.  Included in such total was 277,778 shares issued
the Company's  Chairman of the Board who initially  purchased  222,222 shares of
common stock in the March 2002 private  placement.  The  placement of the common
stock was exempt from registration pursuant to Regulation D.

Item 3.  Defaults Upon Senior Securities
None
<PAGE>

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)   Exhibit   99.1   Certification   Pursuant   to  Section  906  of  the
           Sarbanes-Oxley Act.

     (b) Reports on Form 8-K None





<PAGE>




                                   SIGNATURES


In accordance with 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.


                                          ALTERNATIVE TECHNOLOGY RESOURCES, INC.
                                          (Registrant)


Dated:         November 14, 2002          /S/ JEFFREY S. MCCORMICK
                                          -------------------------------------
                                          Jeffrey S. McCormick
                                          Chief Executive Officer




                                          /S/ JAMES W. CAMERON, JR.
                                          -------------------------------------
                                          James W. Cameron, Jr.
                                          Chairman of the Board and Chief
                                          Financial Officer




<PAGE>


Section 302 Certification

I, Jeff McCormick, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Alternative  Technology
Resources, Inc. ("Registrant");

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
Registrant as of, and for, the periods  presented in this quarterly  report;  4.
The Registrant's other certifying officer and I are responsible for establishing
and maintaining  disclosure  controls and procedures (as defined in Exchange Act
Rules 13a-14 and 15d-14) for the Registrant and we have:

     a) designed such disclosure controls and procedures to ensure that material
information relating to the Registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

     b) evaluated the effectiveness of the Registrant's  disclosure controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

     c)  presented  in  this  quarterly   report  our   conclusions   about  the
effectiveness of the disclosure  controls and procedures based on our evaluation
as of the Evaluation Date;

5. The Registrant's other certifying officer and I have disclosed,  based on our
most recent evaluation,  to the Registrant's auditors and the audit committee of
Registrant's board of directors (or persons performing the equivalent function):

     a) all  significant  deficiencies  in the design or  operation  of internal
controls  which  could  adversely  affect  the  Registrant's  ability to record,
process,  summarize  and  report  financial  data  and have  identified  for the
Registrant's auditors any material weaknesses in internal controls; and

     b) any fraud,  whether or not material,  that involves  management or other
employees who have a significant role in the Registrant's internal controls; and

6. The  Registrant's  other  certifying  officer  and I have  indicated  in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.


Date: November 14, 2002                         /S/ JEFF MCCORMICK
                                                -----------------------
                                                Jeff McCormick,
                                                Chief Executive Officer



<PAGE>


I, James W. Cameron, Jr. certify that:

1. I have reviewed this quarterly report on Form 10-Q of Alternative  Technology
Resources, Inc. ("Registrant");

2. Based on my  knowledge,  this  quarterly  report  does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not  misleading  with respect to the period covered by this quarterly
report;

3.  Based  on my  knowledge,  the  financial  statements,  and  other  financial
information  included in this quarterly  report,  fairly present in all material
respects the financial  condition,  results of operations  and cash flows of the
Registrant as of, and for, the periods  presented in this quarterly  report;  4.
The Registrant's other certifying officer and I are responsible for establishing
and maintaining  disclosure  controls and procedures (as defined in Exchange Act
Rules 13a-14 and 15d-14) for the Registrant and we have:

     a) designed such disclosure controls and procedures to ensure that material
information relating to the Registrant, including its consolidated subsidiaries,
is made known to us by others  within those  entities,  particularly  during the
period in which this quarterly report is being prepared;

     b) evaluated the effectiveness of the Registrant's  disclosure controls and
procedures  as of a date  within  90  days  prior  to the  filing  date  of this
quarterly report (the "Evaluation Date"); and

     c)  presented  in  this  quarterly   report  our   conclusions   about  the
effectiveness of the disclosure  controls and procedures based on our evaluation
as of the Evaluation Date;

5. The Registrant's other certifying officer and I have disclosed,  based on our
most recent evaluation,  to the Registrant's auditors and the audit committee of
Registrant's board of directors (or persons performing the equivalent function):

     a) all  significant  deficiencies  in the design or  operation  of internal
controls  which  could  adversely  affect  the  Registrant's  ability to record,
process,  summarize  and  report  financial  data  and have  identified  for the
Registrant's auditors any material weaknesses in internal controls; and

     b) any fraud,  whether or not material,  that involves  management or other
employees who have a significant role in the Registrant's internal controls; and

6. The  Registrant's  other  certifying  officer  and I have  indicated  in this
quarterly  report  whether or not there  were  significant  changes in  internal
controls or in other factors that could  significantly  affect internal controls
subsequent to the date of our most recent  evaluation,  including any corrective
actions with regard to significant deficiencies and material weaknesses.


Date: November 14, 2002                       /S/ JAMES W. CAMERON, JR.
                                              -------------------------
                                              James W. Cameron, Jr.,
                                              Chief Financial Officer


<PAGE>


                                                                    Exhibit 99.1

                                  CERTIFICATION
            PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
             (SUBSECTIONS (a) AND (b) OF SECTION 1350, CHAPTER 63 OF
                          TITLE 18,UNITED STATES CODE)

Pursuant to section 906 of the  Sarbanes-Oxley  Act of 2002 (subsections (a) and
(b) of section 1350,  chapter 63 of Title 18,  United States Code),  each of the
undersigned  officers of  Alternative  Technology  Resources,  Inc.,  a Delaware
corporation (the  "Company"),  does hereby certify with respect to the Quarterly
Report of the Company on Form 10-Q for the quarter  ended  September 30, 2002 as
filed with the Securities and Exchange Commission (the " Form10-Q") that, to the
best of their knowledge,:

     (1) the Form10-Q fully complies with the  requirements  of section 13(a) or
         15(d) of the Securities Exchange Act of 1934; and

     (2) the  information  contained  in the Form 10-Q fairly  presents,  in all
         material  respects, the financial  condition  and results of operations
         of the Company.


Dated: November 14, 2002                        /S/ JEFF MCCORMICK
                                                -----------------------------
                                                Jeff McCormick,
                                                Chief Executive Officer



Dated: November 14, 2002                         /S/ JAMES W. CAMERON, JR.
                                                 ----------------------------
                                                 James W. Cameron, Jr.,
                                                 Chief Financial Officer