UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)

      X       QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
  ---------

               SECURITIES EXCHANGE ACT OF 1934

               For quarterly period ended September 30, 2002

  --------    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

               SECURITIES EXCHANGE ACT OF 1934

               For the transition period from _____ to _______

Commission file number:  000-30156

                           ENTHEOS TECHNOLOGIES, INC.
                ------------------------------------------------
        (exact name of small business issuer as specified in its charter)

NEVADA                                       98-0170247
-------------                                ----------------
(State or other jurisdiction of               (IRS Employer Identification No.)
incorporation or organization)

Suite 311 - 15 Wertheim, Richmond, Ontario          L4B 3H7
------------------------------------------        ------------
(Address of principal executive offices)

Registrant's telephone number, including area code:          (905) 709-8240
                                                          --------------------

Check whether the issuer: (1) has filed all reports required 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 issuer was required to file such reports),  and
(2) has been subject to such filing requirements for the past 90 days. Yes [ X ]
No

State the number of shares outstanding of each of the Issuer's classes of common
equity as of the latest  practicable  date.  As of October 28, 2002,  there were
1,970,887  shares of the  Issuer's  Common  Stock,  $0.00001 par value per share
outstanding.

Transitional Small Business Disclosure Format (Check One): Yes [ ] No [x]

<PAGE>

                   ENTHEOS TECHNOLOGIES, INC. AND SUBSIDIARIES

                  FORM 10-QSB, QUARTER ENDED SEPTEMBER 30, 2002

INDEX

<TABLE>
<CAPTION>

PART I    FINANCIAL INFORMATION

Item 1.   Financial Statements
<S>                                                                     <C>
Consolidated Balance Sheet..............................................3

Consolidated Statements of Operations...................................4

Consolidated Statements of Cash Flows...................................5

Notes to Interim Consolidated Financial Statements......................6

Item 2.  Management's Discussion and Analysis...........................8

Item 3.  Controls and Procedures........................................10

PART II   OTHER INFORMATION

Item 1. Legal Proceedings..............................................11

Item 2. Changes in Securities..........................................11

Item 3. Defaults Upon Senior Securities................................11

Item 4. Submission of Matters to a Vote of Security Holders............11

Item 5. Other Information..............................................11

Item 6. Exhibits and Reports on Form 8-K...............................11

       Signatures......................................................12

</TABLE>

<PAGE>

ITEM 1 Financial Statements

In the opinion of management,  the accompanying  unaudited financial  statements
included in this Form 10-QSB reflect all adjustments  (consisting only of normal
recurring  accruals)  necessary  for a  fair  presentation  of  the  results  of
operations for the periods presented.  The results of operations for the periods
presented are not  necessarily  indicative of the results to be expected for the
full year.

                   ENTHEOS TECHNOLOGIES, INC. AND SUBSIDIARIES
                       INTERIM CONSOLIDATED BALANCE SHEET
                               SEPTEMBER 30, 2002
                                   (Unaudited)

<TABLE>
<CAPTION>

ASSETS
<S>                                                                    <C>
Current assets
   Cash                                                                 $756,033
   Accounts receivable                                                   435,746
                                                                         -------
Total current assets                                                   1,191,779

Property and equipment, net                                              172,220

Other assets
   Security deposit                                                        8,423
   Marketable Equity Securities                                           42,044
   Officer loans                                                          43,267
                                                                         -------
Total other assets                                                        93,734
                                                                         -------

Total Assets                                                           1,457,733
                                                                       =========

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
   Accounts payable and accrued expenses                                 261,495
                                                                         -------
Total current liabilities                                                261,495

Stockholders' Equity
  Preferred stock: $0.0001 par value; authorized shares,
    5,000,000 shares; issued and outstanding, none                          None
  Common Stock: $0.00001 par value; authorized shares,
    200,000,000; issued and outstanding, 1,970,887                            20
   Additional paid in capital                                          3,556,396
   Other comprehensive loss                                               (6,006)
   Retained earnings (accumulated deficit)                            (2,354,172)
                                                                      ----------
Total stockholders' equity                                             1,196,238
                                                                      ----------

Total Liabilities and Stockholders' Equity                             1,457,733
                                                                      ==========

</TABLE>

See condensed notes to consolidated financial statements.

<PAGE>

                   ENTHEOS TECHNOLOGIES, INC. AND SUBSIDIARIES
                  INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS
         FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                              For The Three      For The Three      For The Nine        For The Nine
                                                              Months Ended       Months Ended       Months Ended        Months Ended
                                                             Sept. 30, 2002     Sept. 30, 2001     Sept. 30, 2002      Sept. 30,2001
                                                           -------------------------------------------------------------------------
<S>                                                        <C>                  <C>                <C>                 <C>
Revenues                                                   $242,354             $105,134           $659,126            $311,279
Cost of revenues                                             66,216               45,148            157,531             159,546
                                                           -------------------------------------------------------------------------
Gross profit                                                176,138               59,986            501,595             151,733

General and administrative expenses                         112,382              135,553            326,189             423,482
Interest income                                               3,460                7,522             13,381              30,966
Provision for income taxes                                        -                    -                  -                   -
Net income (loss) available to common stockholders         $ 67,216             $(68,045)          $188,787            $(240,783)
                                                          -------------------------------------------------------------------------
Basic and diluted income (loss) per common share           $  0.034               (0.035)             0.096               (0.122)
                                                           =========================================================================
Basic and diluted weighted average common
shares outstanding                                         1,970,887            1,970,887          1,970,887           1,970,887
                                                           =========================================================================

</TABLE>

See condensed notes to consolidated financial statements.

<PAGE>

                   ENTHEOS TECHNOLOGIES, INC. AND SUBSIDIARIES
                  INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
              FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
                                   (Unaudited)

<TABLE>
<CAPTION>
Nine months ended September 30:                                            2002                         2001
                                                                           ------------------------------------------
<S>                                                                        <C>                          <C>
Cash flows from operating activities
   Net income (loss)                                                       $188,787                     $(240,783)
   Adjustments to reconcile net income (loss) to net cash provided
     by (used in) operating activities
   Depreciation                                                              99,102                        50,772
   Revenue recognized for services rendered                                 (48,050)                            -
   Changes in assets and liabilities
      (Increase) decrease in accounts receivable                           (283,737)                       48,577
      (Increase) decrease in other receivable                                                                (100)
      (Increase) decrease in prepaid rent                                     2,721                             -
      (Increase) decrease in accrued interest receivable                     (2,500)                            -
       Increase (decrease) in accounts payable                               70,702                       83,526
   Total adjustments                                                       (161,762)                     182,775
Net cash provided by (used in) operating activities                          27,025                      (58,008)

Cash flows from investing activities
   Advances to officers                                                           -                      (40,000)
   Purchase of property and equipment                                       (97,595)                      (9,333)
                                                                           ------------------------------------------
Net cash flows used in investing activities                                 (97,595)                     (49,333)

Cash flows from financing activities                                              -                            -
                                                                           ------------------------------------------
Increase (decrease) in cash and cash equivalents                            (70,570)                    (107,341)
Cash and cash equivalents, beginning of period                              826,603                      938,147
                                                                           ------------------------------------------
Cash and cash equivalents, end of period                                   $756,033                      830,806
                                                                           ==========================================
Supplemental Information:
  Cash Paid For:
    Interest                                                                      -                            -
    Income Taxes                                                                  -                            -

</TABLE>

See condensed notes to consolidated financial statements.

<PAGE>

                   ENTHEOS TECHNOLOGIES, INC. AND SUBSIDIARIES
               NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
                               SEPTEMBER 30, 2002

NOTE 1 - PRESENTATION OF INTERIM INFORMATION

The accompanying  unaudited interim consolidated  financial statements have been
prepared  in  accordance  with Form  10-QSB  instructions  and in the opinion of
management of Entheos Technologies, Inc. and subsidiaries (the Company), include
all normal  adjustments  considered  necessary to present  fairly the  financial
position as of September  30, 2002 and the results of  operations  for the three
and nine months  ended  September  30, 2002 and 2001.  These  results  have been
determined  on  the  basis  of  generally  accepted  accounting  principles  and
practices and applied  consistently  with those used in the  preparation  of the
Company's 2001 Annual Report on Form 10-KSB.

Certain information and footnote  disclosures normally included in the financial
statements presented in accordance with generally accepted accounting principles
have been condensed or omitted. It is suggested that the accompanying  unaudited
interim  financial   statements  be  read  in  conjunction  with  the  financial
statements  and notes thereto  incorporated  by reference in the Company's  2001
Annual Report on Form 10-KSB.

Certain  accounts  have been  reclassified  to conform to the  current  period's
presentation.  These  changes have no effect on previously  reported  results of
operations or total stockholders' equity.

NOTE 2 - SIGNFICANT ACCOUNTING POLICIES

Marketable  Equity Securities - During the quarter ended September 30, 2002, the
Company adopted  Statement of Financial  Accounting  Standards No. ("SFAS") 115,
"Accounting for Certain Investments in Debt and Equity  Securities."  Marketable
equity securities  consist of Rule 144 restricted common stock and are stated at
market  value as  determined  by the most  recently  traded price at the balance
sheet date. All marketable equity  securities in these financial  statements are
defined as  available-for-sale  securities under the provisions of SFAS No. 115.
Investments available for current operations are classified in the balance sheet
as current  assets;  investments  held for long-term  purposes are classified as
noncurrent  assets.  Unrealized  gains or losses,  net of the related income tax
effect,  are excluded from earnings and are reported as a separate  component of
stockholders'  equity  in  comprehensive  income  (loss),  net of  taxes,  until
realized.  Realized gains and losses are included in earnings in the period they
arise.

NOTE 3 - EARNINGS PER SHARE

Basic  earnings  or loss per share is based on the  weighted  average  number of
shares  outstanding  during  the  period of the  financial  statements.  Diluted
earnings or loss per share are based on the  weighted  average  number of common
shares outstanding and dilutive common stock equivalents.  All per share and per
share information are adjusted retroactively to reflect stock splits and changes
in par value,  when  applicable.  All earnings or loss per share  amounts in the
financial  statements are basic earnings or loss per share.  The  computation of
basic income (loss) per share is as follows at September 30, 2002:

<PAGE>

<TABLE>
<CAPTION>
                                For The Three       For The Three              For The Nine         For The Nine
                                 Months Ended       Months Ended               Months Ended         Months Ended
                                Sept. 30, 2002      Sept. 30, 2001            Sept. 30, 2002       Sept. 30,2001
<S>                             <C>                 <C>                       <C>                  <C>
Numerator-net
income (loss)
available to common
stockholders                    $   67,216          $  (68,045)               $188,787             $(240,783)

Denominator-
weighted average
number of common
shares outstanding               1,970,887           1,970,887                1,970,887            1,970,887

Basic and diluted
income (loss) per
common share                    $    0.034          $   (0.035)               $   0.096            $  (0.122)

</TABLE>

NOTE 4 - RELATED PARTY TRANSACTIONS

On August 7, 2002,  the Company  agreed to accept  600,625  shares of restricted
common  stock from  eDeal.net,  Inc. in lieu of the cash  payment of $48,050 due
from  eDeal.net,  Inc.  at June 30,  2002 for web  development  and web  hosting
services  rendered.  The number of eDeal.net,  Inc. shares issued to satisfy its
debt to Entheos was  calculated  based on the most recent quoted market  closing
price of eDeal's  common  stock  ($0.08  per  share).  Mr.  Herdev S.  Rayat,  a
Director,  Secretary  and  Treasurer  of Entheos is a  Director,  President  and
majority shareholder of eDeal.net.  Mr. Harmel S. Rayat, a Director and majority
shareholder of Entheos is a Director, Secretary and Treasurer of eDeal.net.

<PAGE>

ITEM 2. Management's discussion and analysis of financial condition and results
        of operations

Cautionary forward-looking statements

When used in this discussion,  the words "believes,"  "anticipates,"  "expects,"
and similar  expressions  are intended to identify  forward-looking  statements.
Such  statements  are subject to certain  risks and  uncertainties,  which could
cause actual  results to differ  materially  from those  projected.  Readers are
cautioned not to place undue reliance on these forward-looking statements, which
speak only as of the date hereof.  Actual  results,  performance or achievements
could  differ   materially  from  those  anticipated  in  such  forward  looking
statements  as a result of numerous  factors,  including  but not limited to the
Company's  ability to continually  expand its client base,  future acceptance of
its  services and other  factors  described  in the  company's  filings with the
Securities  and Exchange  Commission.  The Company  undertakes  no obligation to
republish revised forward-looking  statements to reflect events or circumstances
after the date  hereof or to reflect the  occurrence  of  unanticipated  events.
Readers are also urged to carefully review and consider the various  disclosures
made by the Company  which attempt to advise  interested  parties of the factors
which affect the Company's  business,  in this report,  as well as the Company's
periodic  reports on Forms 10-KSB,  10-QSB and 8-K filed with the Securities and
Exchange Commission.

Overview

Entheos Technologies Inc. ("Entheos" or the "Company"), through its wholly-owned
subsidiary,  Email Solutions,  Inc., operates as an Application Service Provider
developing reliable, scalable, real time, high volume outsourced email services.
Entheos also provides web development and hosting services.

Results of operations

Revenues.  The Company  generated  revenues of $242,354 and $659,126 in revenues
for the three and nine months ended  September  30, 2002,  respectively,  versus
$105,134 and $311,279, respectively, for the same periods in 2001. Substantially
all of Entheos'  revenues  were derived  from  Innotech  Corporation,  a company
represented by the same director as Entheos. In the event we did not continue to
provide emailing  services to Innotech,  our sales would decrease  substantially
and Entheos' operations would suffer a material adverse impact.

Cost of revenues.  The Company incurred $66,216 and $157,531 in cost of revenues
for the three and nine months ended  September  30, 2002,  respectively,  versus
$45,148 and $159,546,  respectively  for the same periods in 2001. These cost of
revenues were 27% and 24% of revenues for the three and nine month periods ended
September  30,  2002,  and  43%  and  51% for the  same  periods  in  2001.  The
significant  decrease in costs of revenues  is a result of  significantly  lower
personnel costs due to the loss of approximately five employees during 2001 that
contributed  to the initial  ongoing costs of  developing  and  maintaining  the
Company's operations. The Company currently has four employees.

General and  administrative  expenses.  During the three and nine  months  ended
September 30, 2002, the Company incurred $112,382 and $326,189, respectively, in
general  and  administrative  expenses,  a decrease of 17% and 23% from the same
periods in 2001.  These  decreases are  primarily  due to lower salary  expenses
resulting from the loss of five employees  during 2001 due to a reduction in the
ongoing costs of developing and maintaining the Company's  operations.  Included
in general and  administrative  expenses for the nine months ended September 30,
2002 and 2001 is  $108,000 in  management  fees due to a director of the Company
for services rendered.

<PAGE>

Interest  income.  Interest  income  was $3,460  and  $13,381  for the three and
nine-month  period ended  September  30, 2002 versus  $7,522 and $30,966 for the
same periods in 2001, respectively.  The decrease in interest income is a direct
result of changes  in  interest  rates.  Interest  earned in the future  will be
dependent on Company funding cycles and prevailing interest rates.

Provision for income taxes. As of September 30, 2002, the Company's  accumulated
deficit was $2,354,172  and as a result,  there has been no provision for income
taxes to date.

Net income  (loss).  For the three and nine months ended  September 30, 2002 and
2001,  the Company  recorded  net income of $67,216 and $188,787 and net loss of
$(68,045)  and  $(240,783),  respectively.  The  increases  are a result  of the
Company's ongoing efforts to reduce operating expenses and improve revenues.

Liquidity and Capital Resources

As at September 30, 2002,  the Company had a cash balance of $756,033,  compared
to $826,603 as at December  31, 2001.  The Company has  financed its  operations
primarily  through cash on hand during the six-month period ending September 30,
2002.

Cash flows.

(i) operating activities - net cash provided by operating activities was $27,025
for the nine- month period ending September 30, 2002,  compared to net cash used
of $58,008  for the same  period in 2001.  This  change was  primarily  due to a
decrease in net losses,  offset by an  increase  in accounts  receivable  and an
increase in accounts payable.

(ii)  investing  activities  - net cash flows used in investing  activities  was
$97,595 and $49,333 for the nine-month  period ending September 30, 2002 for the
purchase of additional  equipment required by the Company's  operations compared
to net cash flows used in investing activities of $49,333 for the same period in
2001  representing  an officer  loan of $40,000 and the  purchase of  additional
equipment of $9,333.

The Company's future funding requirements will depend on numerous factors. These
factors include the Company's ability to operate its business  profitably in the
future,  recruit and train qualified management,  technical and sales personnel,
and  the  Company's  ability  to  compete  against  other,  better-  capitalized
corporations.  The Company has  adequate  cash to satisfy its cash  requirements
over the next twelve  months.  The Company may raise  additional  funds  through
private or public  equity  investment  in order to expand the range and scope of
its business  operations.  There is no assurance that such additional funds will
be available for the Company to finance its operations on acceptable  terms,  if
at all.

Related Party Transactions

During the  nine-month  period ended  September  30, 2002 and 2001,  the Company
charged  $108,000 to operations for management and consulting  fees incurred for
services rendered by the director and majority stockholder. Included in accounts
payable at September 30, 2002 is a payable of $246,666 representing accrued, but
unpaid fees through September 30, 2002.

The entire  balance in accounts  receivable  of $435,746 at September  30, 2002,
consists  of  amounts  due from a  related  entity,  Innotech  Corporation,  for
services  rendered.  On August 7, 2002,  the  Company  agreed to accept  600,625
shares of restricted  common stock from eDeal.net in lieu of the cash payment of
$48,050 due from eDeal.net at June 30, 2002 for web  development and web hosting
services rendered.  The number of eDeal.net shares issued to satisfy its debt to
Entheos was  calculated  based on the most recent quoted market closing price of
eDeal.net's common stock ($0.08 per share.)

<PAGE>

Critical accounting policies

Our   discussion  and  analysis  or  plan  of  operations  are  based  upon  our
consolidated  financial statements,  which have been prepared in accordance with
accounting  principles  generally accepted in the United States. The preparation
of these financial  statements  requires us to make estimates and judgments that
affect the reported amounts of assets,  liabilities,  revenues and expenses, and
related  disclosure of contingent assets and liabilities.  On an on-going basis,
we evaluate our estimates,  including  those related to bad debts,  income taxes
and contingencies. We base our estimates on historical experience and on various
other  assumptions that are believed to be reasonable  under the  circumstances,
the  results  of which form the basis for making  judgments  about the  carrying
values of assets  and  liabilities  that are not  readily  apparent  from  other
sources.  Actual  results  may  differ  from  these  estimates  under  different
assumptions or  conditions.  We currently do not have any  significant  critical
accounting policies that affect our consolidated financial statements.

Recent Accounting Pronouncements

The Financial  Accounting  Standards  Board has issued the following  accounting
pronouncements, none of which are expected to have a significant effect, if any,
on the company's financial statements:

April 2002 - SFAS No. 145 - "Rescission  of FASB  Statements  No. 4, 44, and 64,
Amendment of FASB Statement No. 13, and Technical  Corrections."  This statement
is effective for fiscal years beginning after May 15, 2002.

June  2002 - SFAS No.  146 -  "Accounting  for  Costs  Associated  with  Exit or
Disposal  Activities,"  which applies to costs  associated with an exit activity
that does not involve an entity newly acquired in a business combination or with
a disposal  activity  covered by FASB  Statement  No. 144,  "Accounting  for the
Impairment  or Disposal of  Long-Lived  Assets."  Effective for exit or disposal
activities initiated after December 31, 2002.

October 2002 - SFAS No. 147 - "Acquisitions of Certain  Financial  Institutions,
an amendment of FASB Statements No. 72 and 144 and FASB  Interpretation No. 9, "
which  applies to the  acquisition  of all or part of a  financial  institution,
except for a transaction between two or more mutual  enterprises.  Effective for
acquisitions for which the date of acquisition is on or after October 1, 2002.

ITEM 3.           Controls and Procedures

The  chief  executive  officer  and  the  principal  financial  officer  of  the
Registrant have concluded based on their  evaluation as of a date within 90 days
prior to the date of the filing of this Report, that the Registrant's disclosure
controls and procedures are effective to ensure that information  required to be
disclosed by the  Registrant  in the reports  filed or submitted by it under the
Securities  Act of 1934,  as amended,  is recorded,  processed,  summarized  and
reported  within the time  periods  specified  in the  Securities  and  Exchange
Commission's  rules and forms, and include  controls and procedures  designed to
ensure that  information  required to be  disclosed  by the  Registrant  in such
reports  is  accumulated  and  communicated  to  the  Registrant's   management,
including the  president,  as appropriate  to allow timely  decisions  regarding
required disclosure.

<PAGE>

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
such evaluation.

PART II - Other Information

Item 1.   Legal Proceedings.  None

Item 2.   Changes in Securities.  None

Item 3.   Defaults Upon Senior Securities.  None

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

On August 12, 2002, at the Company's  annual general  shareholder  meeting,  the
shareholders  approved the following:  (1) the Company appointed to the Board of
Directors  Kesar S.  Dhaliwal,  Harmel S. Rayat,  and Herdev S.  Rayat;  (2) the
Company  appointed  Kesar S.  Dhaliwal  as  President  and  Herdev  S.  Rayat as
Secretary and Treasurer;  (3) the Company appointed Clancy and Co., P.L.L.C.  as
the Company's independent auditors for the fiscal year ending December 31, 2002;
and (4) ratification of all past actions taken by the Board of Directors.  There
were  represented by proxy or in person 741,708 shares of the Corporation  which
constituted  a  quorum,  there  currently  being  1,970,887  shares  issued  and
outstanding. Voting totals were as follows:

<TABLE>
<CAPTION>

                                                  For        Against            Abstain
<S>                                             <C>          <C>                <C>
(1) and (2)  Directors and Officers             741,100      0                  608
(3)  Independent Auditors                       741,073      592                43
(4)  Other                                      741,113      595                0

</TABLE>

Item 5.   Other Information.  None

Item 6    Exhibits and Reports on Form 8-K

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

<PAGE>

                                 Signature Page

Pursuant to the  requirements of section 13 or 15(d) 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.

                                                       ENTHEOS TECHNOLOGIES, INC

                                                           /s/ Kesar S. Dhaliwal
                                                           ---------------------
                                                               Kesar S. Dhaliwal
                                                               CEO and President

                                                             /s/ Harmel S. Rayat
                                                               -----------------
                                                                 Harmel S. Rayat
                                                                        Director

                                                             /s/ Herdev S. Rayat
                                                               -----------------
                                                                 Herdev S. Rayat
                                                 Director, Secretary & Treasurer
                                                     Principal Financial Officer

Dated: October 31, 2002

<PAGE>

                                 CERTIFICATIONS

I, Kesar S. Dhaliwal, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Entheos Technologies,
Inc.;

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  officers  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 officers 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  officers  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: October 31, 2002

/S/ Kesar S. Dhaliwal
-----------------------
Kesar S. Dhaliwal
Chief Executive Officer

<PAGE>

I, Herdev S. Rayat, certify that:

1. I have reviewed this quarterly report on Form 10-QSB of Entheos Technologies,
Inc.;

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  officers  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 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 officers 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
functions):

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  officers  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: October 31, 2002

/S/ Herdev S. Rayat
-----------------------
Herdev S. Rayat
Principal Financial Officer

<PAGE>