UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington D. C. 20549
                                     ------



                                   FORM 10-QSB

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


For the quarter ended March 31, 2001         Commission File Number 000-28876


                      INTEGRATED HEALTH TECHNOLOGIES, INC.
             (Exact name of registrant as specified in its charter)

          Delaware                                22-2407475
 (State or other jurisdiction of               (I.R.S. Employer
 incorporation or organization)               Identification No.)

           201 Route 22
        Hillside, New Jersey                       07205
  (Address of principal executive offices)       (Zip code)

Registrant's telephone number, including area code:  (973) 926-0816

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

                                            Yes  X        No
                                                ---          ---

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

      Class                        Outstanding as of April 30, 2001
----------------------             --------------------------------
Common Stock, Par Value                        6,228,720


<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.

INDEX


Part I: Financial Information

Item 1:  Consolidated Financial Statements

         Independent Auditor's Review Report  . . . . . . . . . . . . . . . . .1

         Consolidated Balance Sheet as of March 31, 2001 [Unaudited]. . . .  2-3

         Consolidated Statements of Operations for the three and nine months
         ended March 31, 2001 and 2000 [Unaudited] . . . . . . . . . . . . . . 4

         Consolidated Statement of Stockholders' Equity for the nine months
         ended March 31, 2001 [Unaudited] . . . . . . . . . . . .  . . . . . . 5

         Consolidated Statements of Cash Flows for nine months ended
         March 31, 2001 and 2000 [Unaudited] . . . . . . . . . . . . . . . . 6-7

         Notes to Consolidated Financial Statements [Unaudited]  . . . . . .8-13

Item 2:  Management's Discussion and Analysis of Financial Condition
          and Results of Operations . . . . . . . . . . . . . . . . . . .  14-16

Part II: Other Information . . . . . . . . . . . . . . . . . . . . . . . . . .17

Signature . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18

                                . . . . . . . .


<PAGE>

                     Independent Accountants' Review Report


We have  reviewed  the  accompanying  condensed  consolidated  balance  sheet of
Integrated   Health   Technologies,   Inc.  and   Subsidiaries   (formerly  Chem
International,   Inc.)  as  of  March  31,  2001,  and  the  related   condensed
consolidated  statements of operations for the three and nine months ended March
31, 2001 and 2000, and condensed consolidated  statements of cash flows for nine
months ended March 31, 2001 and 2000,  and condensed  consolidated  statement of
stockholders'  equity for the nine months ended March 31,  2001.These  condensed
consolidated  financial  statements  are  the  responsibility  of the  company's
management.

We conducted our review in accordance with standards established by the American
Institute  of  Certified  Public  Accountants.  A review  of  interim  financial
information consists principally of applying analytical  procedures to financial
data and making  inquiries of persons  responsible  for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with  generally  accepted  auditing  standards,  the  objective  of which is the
expression of an opinion  regarding the financial  statements  taken as a whole.
Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material  modifications that should
be made to the  accompanying  financial  statements  in order  for them to be in
conformity with generally accepted accounting principles.



                                    /s/ Amper, Politziner & Mattia P.A.


May 8, 2001


<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.

CONSOLIDATED BALANCE SHEET AS OF MARCH 31, 2001
[UNAUDITED]
--------------------------------------------------------------------------------

Assets:
Current Assets:
   Cash and Cash Equivalents                               $  617,305
   Accounts Receivable - Net                                1,914,506
   Deferred Income Taxes                                      292,000
   Inventories                                              3,809,640
   Prepaid Expenses and Other Current Assets                  250,208
   Refundable Federal Income Taxes                            551,000
                                                           ----------

   Total Current Assets                                     7,434,659
                                                           ----------

Property and Equipment - Net                                2,438,199
                                                           ----------

Other Assets:
   Security Deposits and Other Assets                         111,083
                                                           ----------

   Total Assets                                            $9,983,941
                                                           ==========

See accompanying notes to consolidated financial statements.


                                       2
<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.
CONSOLIDATED BALANCE SHEET AS OF MARCH 31, 2001
[UNAUDITED]
--------------------------------------------------------------------------------

Liabilities and Stockholders' Equity:
Current Liabilities:
   Accounts Payable                                               $ 2,261,129
   Notes Payable                                                      807,258
   Accrued Expenses and Other Current Liabilities                     383,172
   Accrued Expenses - Related Party                                   122,400
   Capital Lease Obligation                                            11,228
                                                                  -----------

   Total Current Liabilities                                        3,585,187
                                                                  -----------

Non-Current Liabilities:
   Notes Payable                                                           --
   Capital Lease Obligation                                            27,782
                                                                  -----------

   Total Non-Current Liabilities                                       27,782
                                                                  -----------
Commitments and Contingencies [11]                                         --
                                                                  -----------

Stockholders' Equity:
   Preferred Stock - Authorized 1,000,000 Shares,
     $ .002 Par Value, No Shares Issued                                    --

   Common Stock - Authorized 25,000,000 Shares,
     $ .002 Par Value, 6,228,720 Shares Issued and Outstanding         12,457
   Additional Paid-in Capital                                       6,104,444

   Retained Earnings                                                  282,902
                                                                  -----------
                                                                    6,399,803
   Less Treasury Stock at cost, 25,800 shares                         (28,831)
                                                                  -----------

   Total Stockholders' Equity                                       6,370,972
                                                                  -----------

   Total Liabilities and Stockholders' Equity                     $ 9,983,941
                                                                  ===========


See accompanying notes to consolidated financial statements.


                                       3
<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
[UNAUDITED]
<TABLE>
<CAPTION>
                                                                     Three months ended                  Nine months ended
                                                                           March 31,                          March 31,
                                                                     ------------------                  -----------------
                                                                  2000              2001                2000                2001
                                                                  ----              ----                ----                ----
<S>                                                           <C>                <C>                <C>                 <C>
Sales                                                         $ 6,676,871        $ 4,255,484        $ 15,050,901        $ 9,747,573

Cost of Sales                                                   5,669,622          3,818,379          12,850,678          8,951,027
                                                              -----------        -----------        ------------        -----------

Gross Profit                                                    1,007,249            437,105           2,200,223            796,546

Selling and Administrative Expenses                               842,419            945,265           2,349,983          2,678,101
                                                              -----------        -----------        ------------        -----------
Operating Income/[Loss]                                           164,830           (508,160)           (149,760)        (1,881,555)
                                                              -----------        -----------        ------------        -----------
Other Income [Expense]:
Administrative Fee Income                                              --             68,000                  --            118,000
Gain/(Loss) on Sale of Fixed Assets                                 6,344            (14,817)              6,344            (14,817)
Gain on Settlement of Lawsuit                                   5,352,271                 --           5,352,271                 --
Partnership Income                                                     --              8,765                  --              8,765
Interest Expense-Related Party                                    (36,212)                --             (73,826)                --
Interest Expense                                                  (30,050)           (19,843)           (101,692)           (68,090)
Interest and Investment Income                                     15,842                 46              17,593             18,491
                                                              -----------        -----------        ------------        -----------
Total Other Income [Expense]                                    5,308,195             42,151           5,200,690             62,349
                                                              -----------        -----------        ------------        -----------
Income [Loss] Before Income Taxes                               5,473,025           (466,009)          5,050,930         (1,819,206)

Federal and State Income Tax
Expense [Benefit]                                               1,416,227           (151,968)          1,430,361           (557,683)
                                                              -----------        -----------        ------------        -----------
Net Income [Loss]                                             $ 4,056,798        $  (314,041)       $  3,620,569        $(1,261,523)
                                                              ===========        ===========        ============        ===========

Net Income [Loss] Per Common  Share
Basic                                                         $       .78        $      (.05)       $        .70        $      (.22)
                                                              ===========        ===========        ============        ===========
Diluted                                                       $       .66        $      (.05)       $        .66        $      (.22)
                                                              ===========        ===========        ============        ===========

Weighted Average Common Shares Outstanding                      5,178,300          6,228,720           5,178,300          5,876,025

Dilutive Potential Common Shares:
Warrants and Options                                            1,004,763                 --             334,921                 --
                                                              -----------        -----------        ------------        -----------

Adjusted Weighted Average Common Shares
                                                                6,183,063          6,228,720           5,513,221          5,876,025
                                                              ===========        ===========        ============        ===========
</TABLE>

See accompanying notes to consolidated financial statements.


                                       4
<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY FOR THE NINE MONTHS
ENDED MARCH 31, 2001
[UNAUDITED]
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                Additional                                               Total
                               Common Stock         Preferred    Paid-in        Retained        Treasury Stock        Stockholders'
                             Shares     Par Value     Stock      Capital        Earnings       Shares       Cost         Equity
                             ------     ---------     -----      -------        --------       ------       ----         ------
<S>                        <C>           <C>         <C>       <C>            <C>              <C>        <C>           <C>
Balance-
July 1, 2000               5,178,300     $10,357     $--       $4,847,405     $ 1,544,425      25,800     $(28,831)     $ 6,373,356


Common Stock
Issued for
Purchase of Land
and Building               1,050,420       2,100        --      1,247,900              --          --           --        1,250,000


Issuance of
Stock Options                                                       9,139                                                     9,139

Net [Loss]
for the nine
months ended
March 31 ,2001                    --          --        --             --      (1,261,523)         --           --       (1,261,523)
                           ---------     -------     -----     ----------     -----------      ------     --------      -----------


Balance-
March 31, 2001             6,228,720     $12,457     $--       $6,104,444     $   282,902      25,800     $(28,831)     $ 6,370,792
                           =========     =======     =====     ==========     ===========      ======     ========      ===========
</TABLE>

See accompanying notes to consolidated financial statements.



                                       5
<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
[UNAUDITED]
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                                   Nine months ended
                                                                                       March 31,
                                                                             2 0 0 1                 2 0 0 0
                                                                             -------                 -------
<S>                                                                        <C>                     <C>
Operating Activities:
  Net Income [Loss]                                                        $(1,261,523)            $ 3,620,569
                                                                           -----------             -----------
  Adjustments to Reconcile  Net Income  [Loss] to Net Cash
    Provided by [Used for] Operating Activities:
    Depreciation and Amortization                                              262,764                 250,173
    Amortization of Discount on Note Payable                                        --                  38,826
    Loss on Sale of Fixed Assets                                                14,817                      --
  Deferred Income Taxes                                                        (12,000)                 62,000
    Bad Debt Expense                                                            27,000                  31,184
      Consulting Expense-Stock Options                                           9,139                      --
 Changes in Assets and Liabilities:
  [Increase] Decrease in:
    Accounts Receivable                                                       (519,378)                294,770
    Inventories                                                               (572,962)             (1,159,892)
    Refundable Federal Income Taxes                                           (334,648)                 35,293
    Prepaid Expenses and Other Current Assets                                 (140,068)                (81,432)
    Security Deposits and Other Assets                                          13,112                   1,962
  [Decrease] Increase in:
    Accounts Payable                                                           904,495               1,372,116
    Federal and State Income Taxes Payable                                          --                 162,257
    Accrued Expenses and Other Liabilities                                     284,121                (207,565)
                                                                           -----------             -----------
Total Adjustments                                                              (63,608)                799,692
                                                                           -----------             -----------
Net Cash - Operating Activities                                             (1,325,131)              4,420,261
                                                                           -----------             -----------
Investing Activities:
 Proceeds From Sale of Fixed Assets                                              7,500                      --
 Purchase of Property and Equipment                                           (106,233)               (120,672)
                                                                           -----------             -----------
Net Cash-Investing Activities                                                  (98,733)               (120,672)
                                                                           -----------             -----------

Financing Activities:
  Proceeds from Notes Payable                                                1,313,038                 901,972
  Repayment of Notes Payable                                                (1,094,878)             (3,290,599)
                                                                           -----------             -----------
Net Cash-Financing Activities                                                  218,160              (2,388,627)
                                                                           -----------             -----------
Net Increase/[Decrease] in Cash and Cash Equivalents                        (1,205,704)              1,910,962
Cash and Cash Equivalents - Beginning of Periods                             1,823,009                 299,030
                                                                           -----------             -----------
Cash and Cash Equivalents - End of Periods                                 $   617,305             $ 2,209,992
                                                                           ===========             ===========
</TABLE>

   See accompanying notes to consolidated financial statements.


                                       6
<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
[UNAUDITED]
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                          Nine  months ended
                                                                               March 31,
                                                                         2001           2000
                                                                         ----           ----
<S>                                                                    <C>            <C>
 Supplemental Disclosures of Cash Flow Information:
   Cash paid during the periods for:
    Interest                                                           $   68,090     $  157,693
    Income Taxes                                                       $    5,620     $1,205,160


Supplemental Schedule of Investing and Financial Activities:
  Note payable issued in payment of accounts payable, trade                           $1,500,000
  Proceeds from lawsuit used in payment of note payable                               $1,333,333
</TABLE>

See accompanying notes to consolidated financial statements.


                                       7
<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
[UNAUDITED]
--------------------------------------------------------------------------------

[1] Business

Effective  January 5, 2001 the Company amended its corporate charter and changed
its name to "Integrated Health Technologies, Inc." (formerly Chem International,
Inc.) and began  trading  using the NASDAQ  symbol IHTC for its common stock and
the symbol IHTCW for its Class A redeemable warrants.

Integrated Health Technologies, Inc. [the "Company"] is engaged primarily in the
manufacturing,  marketing  and sales of vitamins,  nutritional  supplements  and
herbal products.  Its manufacturing  customers are located primarily  throughout
the United States.

[2] Liquidity

The  Company  anticipates  operating  losses  during the 2001 fiscal  year.  The
Company  currently has purchases  orders of  approximately $2 million dollars on
hand for  shipment in the fourth  quarter of fiscal 2001.  The Company  believes
that  anticipated  sales  coupled  with the  purchase  orders and the  remaining
balances  available under the revolving lines of credit will meet cash needs for
operations.

[3] Summary of Significant Accounting Policies

Principles of Consolidation - The accompanying consolidated financial statements
include  the  accounts of the  Company  and its  subsidiaries,  all of which are
wholly-owned.  Inter-company  transactions  and balances have been eliminated in
consolidation.

Basis of Reporting - The accompanying  unaudited  interim  financial  statements
have been prepared in accordance with generally accepted  accounting  principles
for interim  financial  information and with the instructions to Form 10-QSB and
Item  310(b) of  Regulation  S-B.  Accordingly,  they do not  include all of the
information and footnotes required by generally accepted  accounting  principles
for complete financial  statements.  In the opinion of management,  such interim
statements include all adjustments,  which are considered  necessary in order to
make the interim financial statements not misleading. It is suggested that these
financial  statements be read in conjunction  with the financial  statements and
notes thereto,  together with management's  discussion and analysis of financial
condition and results of operations, contained in the Company's annual report to
stockholders  incorporated  by reference in the Company's  annual report on Form
10-KSB for the fiscal year ended June 30, 2000.  The results of  operations  for
the nine  months  ended  March 31, 2001 are not  necessarily  indicative  of the
results for the entire fiscal year ending June 30, 2001.

Cash and Cash  Equivalents - Cash  equivalents  are comprised of certain  highly
liquid investments with a maturity of three months or less when purchased.

Inventories  - Inventory is valued by the  first-in,  first-out  method,  at the
lower of cost or market.

Depreciation - The Company follows the general policy of  depreciating  the cost
of property and equipment over the following estimated useful lives:

Buildings and Leasehold Improvements                           15 Years
Machinery and Equipment                                         7 Years
Machinery and Equipment Under Capital Leases                    7 Years
Transportation Equipment                                        5 Years

Machinery  and  equipment  are  depreciated  using  accelerated   methods  while
leasehold  improvements  are amortized on a  straight-line  basis.  Depreciation
expense was  $262,764  and $250,173 for the nine months ended March 31, 2001 and
2000,  respectively.  Amortization of equipment under capital leases is included
with the depreciation expense.

Estimates - The preparation of financial statements in conformity with generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that  affect the  reported  amounts of assets and  liabilities  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  or  revenues  and  expenses  during
the reporting period. Actual results could differ from those estimates.

                                       8
<PAGE>


INTEGRATED HEALTH TECHNOLOGIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, Sheet #2
[UNAUDITED]
--------------------------------------------------------------------------------

[3] Summary of Significant Accounting Policies (Continued)

Revenue Recognition - The Company recognizes manufacturing revenue upon shipment
of the product and service revenue when services are rendered.

Advertising - Costs  incurred for producing and  communicating  advertising  are
expensed  when  incurred.  Advertising  expense was $109,592 and $65,999 for the
nine months ended March 31, 2001 and 2000 respectively.

[4]  Investment in  Partnership - The Company is a 49% partner in Natural Health
Science,  LLC (the  "Partnership").  The  Partnership  is engaged in the sale of
"Pycnogenol(R)"   (a  raw  material  used  in  the   production  of  nutritional
supplements).  The Company's  share of the profit  represents  the investment of
$8,765 for the year ending  December  31, 2000.  In addition to the  partnership
income the Company also receives administrative fee income from the Partnership.
The Company received $110,000 in  administrative  fee income for the nine months
ended March 31, 2001 and  purchased  raw materials in the amount of $185,600 for
the nine months ended March 31, 2001.

[5] Inventories

Inventories consist of the following at March 31, 2001:

Raw Materials                                                $1,807,098
Work-in-Process                                                 993,977
Finished Goods                                                1,008,565
                                                             ----------

Total                                                        $3,809,640
-----                                                        ==========

[6] Property and Equipment

Property and equipment comprise the following at March 31, 2001:

Land and Building                                            $1,250,000
Leasehold Improvements                                        1,157,960
Machinery and Equipment                                       2,654,455
Machinery and Equipment Under Capital Leases                    156,561
Transportation Equipment                                         32,152
                                                             ----------
Total                                                         5,251,128
Less: Accumulated Depreciation and Amortization               2,812,929
                                                             ----------

Total                                                        $2,438,199
-----                                                        ==========

[7] Notes Payable

Notes Payable:
    Bio Merieux Vitek, Inc. (a)                              $   23,845
    Medallion Business Credit, LLC (b)                          616,198
    Summit Business Capital Corp. (c)                           165,882
    Merchant Financial Corporation (d)                            1,333
                                                             ----------
   Totals                                                       807,258
   Less: Current Portion                                        807,258
                                                             ----------

Non-current Portion                                          $       --
-------------------                                          ==========


                                       9
<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, Sheet #3
[UNAUDITED]
--------------------------------------------------------------------------------

[7] Notes Payable (Continued)

(a)  Five year 10%  equipment  note dated  April 1, 1997  providing  for monthly
     payments of $1,698 for principal and interest.  The note is  collateralized
     by laboratory equipment.

(b)  Under the terms of a revolving  credit note,  which  expires on November 5,
     2001, the Company may borrow up to $1,000,000 at 3% above the prime-lending
     rate.  The  loan  is  collateralized  by  the  inventory,  receivables  and
     equipment of Integrated  Health  Technologies,  Inc., and  Integrated's two
     operating  subsidiaries,  Manhattan Drug Company, Inc. and Vitamin Factory,
     Inc. The note has been guaranteed by the Company's  principal  stockholder.
     At March 31, 2001 the interest rate was 11%.

(c)  Non-Interest  bearing  Promissory  Note dated August 30, 2000 providing for
     ten consecutive monthly installments for the purchase of inventory.

(d)  Under the terms of a revolving  credit note which  expires on December  21,
     2002, the Company may borrow up to $1,000,000 at 4% above the prime lending
     rate.  The  loan  is  collateralized  by  the  inventory,  receivables  and
     equipment of IHT Health  Products,  Inc. a subsidiary of Integrated  Health
     Technology,  Inc. The note has been  guaranteed by the Company's  principal
     stockholder and by the Corporate Guarantee of Integrated Health Technology,
     Inc. At March 31, 2001 the interest rate was 12%.

The loan agreements with Medallion  Business Credit,  LLC and Merchant Financial
Corporation  contain certain financial  covenants relating to the maintenance of
specified  liquidity,  and tangible net worth. At March 31, 2001 the Company was
in compliance with its tangible net worth and working capital covenants.

The following are maturities of long-term debt for each of the next five years:
March 31,
---------
   2002                                      $     807,258
   2003                                                 --
   2004                                                 --
   2005                                                 --
   2006                                                 --
                                             -------------

Totals                                       $     807,258
------                                       =============

[8] Capital Lease

The  Company  acquired  capsule,  warehouse,  and  office  equipment  under  the
provisions of three  long-term  leases.  The leases expire in March 2001,  March
2003, and July 2003, respectively.  The equipment under the capital leases as of
March 31, 2001 had a cost of $156,561 accumulated depreciation of $81,918 with a
net book value of $74,643.

The future minimum lease payments under capital leases and the net present value
of the future minimum lease payments at March 31, 2001 are as follows:

Total Minimum Lease Payments                                 $  151,916
Amount Representing Interest                                   (112,906)
                                                             ----------

Present Value of Net Minimum Lease Payment                       39,010
Current Portion                                                 (11,228)
                                                             ----------

   Long-Term Capital Lease Obligation                        $   27,782
   ----------------------------------                        ==========


                                       10
<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, Sheet #4
[UNAUDITED]
--------------------------------------------------------------------------------

[9] Significant Risks and Uncertainties

[A]  Concentrations  of Credit Risk - Cash - The Company  maintains  balances at
several financial institutions.  Accounts at each institution are insured by the
Federal  Deposit  Insurance  Corporation  up to $100,000.  At March 31, 2001 the
Company's uninsured cash balances totaled  approximately  $200,000.  The Company
does not require collateral in relation to cash credit risk.

[B] Concentrations of Credit Risk - Receivables - The Company routinely assesses
the financial strength of its customers and, based upon factors  surrounding the
credit  risk  of its  customers,  establishes  an  allowance  for  uncollectible
accounts and, as a  consequence,  believes that its accounts  receivable  credit
risk exposure  beyond such  allowances is limited.  The Company does not require
collateral in relation to its trade accounts  receivable credit risk. The amount
of the allowance for uncollectible accounts at March 31, 2001 is $119,389.


[10] Major Customer

For the nine months ended March 31, 2001 and 2000,  approximately 31% and 50% of
revenues were derived from one customer. The loss of this customer would have an
adverse  effect on the Company's  operations.  In addition,  for the nine months
ended  March 31,  2001 and 2000,  an  aggregate  of  approximately  10% and 13%,
respectively,  of  revenues  were  derived  from two other  customers;  no other
customers  accounted for more than 10% of consolidated sales for the nine months
ended  March  31,  2001 and  2000.  Accounts  receivable  from  these  customers
comprised  approximately  37% and 46% of total accounts  receivable at March 31,
2001 and 2000, respectively.

[11] Commitments and Contingencies

[A] Leases

Related Party Leases - Certain  manufacturing  and office facilities were leased
from Morristown  Holding,  Inc. (formerly Gerob Realty Partnership) whose owners
are stockholders of the Company.  The lease, which expired on December 31, 2000,
provided for a minimum  annual rental of $60,000 plus payment of all real estate
taxes. Rent and real estate tax expense for the nine months ended March 31, 2001
and 2000 on this lease was  approximately  $20,000  and  $41,000,  respectively.
Unpaid rent of $122,400 due to Morristown  Holding Company,  Inc. March 31, 2001
has been separately  disclosed as accrued expenses on the  consolidated  balance
sheet.  On August 30, 2000 the Company  acquired  the  manufacturing  and office
facility.  The Company issued  1,050,420  shares of its common stock in exchange
for the property.

Other warehouse and office facilities are leased from Vitamin Realty Associates,
L.L.C.,  a  limited  liability  company,  which is 90%  owned  by the  Company's
Chairman of the Board and principal  stockholder  and certain family members and
10% owned by the Company's Chief Financial  Officer.  The lease was effective on
January 10, 1997 and provides for a minimum  annual  rental of $346,000  through
January 10, 2002 plus  increases  in real estate  taxes and  building  operating
expenses.  At its  option,  the  Company has the right to renew the lease for an
additional  five year period.  On April 28, 2000 the lease was amended  reducing
the square footage and extending the lease to May 31, 2015. Rent expense for the
nine  months  ended  March 31,  2001 and 2000 on this  lease  was  approximately
$338,000 and $341,000 respectively.

Other Lease Commitments - The Company leases warehouse equipment for a five-year
period  providing  for an annual  rental of $15,847 and office  equipment  for a
five-year period providing for an annual rental of $8,365.

The Company leases automobiles under non-cancelable  operating lease agreements,
which expire through 2004.


                                       11
<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, Sheet #5
[UNAUDITED]
--------------------------------------------------------------------------------

[11] Commitments and Contingencies (Continued)

The minimum rental commitment for long-term non-cancelable leases is as follows:

                                              Related
                           Lease            Party Lease
March 31,                Commitment          Commitment               Total
-----------              ----------          ----------               -----
    2002                  $ 70,182           $  323,559           $  393,741
    2003                    48,167              323,559              371,726
    2004                    23,208              323,559              346,767
    2005                     1,257              323,559              324,816
    2006                        --              323,559              323,559
    Thereafter                  --            2,938,996            2,938,996
                          --------           ----------           ----------
    Total                 $142,814           $4,556,791           $4,699,605
    -----                 ========           ==========           ==========

Total rent expense,  including real estate taxes and  maintenance  charges,  was
approximately  $379,000  and  $426,000 for the nine and three months ended March
31, 2001 and 2000,  respectively.  Rent expense is stated net of sublease income
of approximately  $2,600 and $8,450 for the nine months ended March 31, 2001 and
2000, respectively.

[B] Employment  Agreements - Effective  July 1, 1999,  the Company  entered into
three year employment  agreements with its four executive officers which provide
for aggregate annual salaries of $495,000 for the years ending June 30, 2001 and
2002, respectively. These agreements are subject to annual increases equal to at
least the increase in the consumer price index for the Northeastern area.

[C]  Investment in and Royalties  Receivable  from Martin Health Care  products,
Inc. - On February  10,  1998,  the  Company  signed an  exclusive  manufacturer
agreement  with Martin  Health Care  Products,  Inc. to provide to Martin Health
Care certain  products for a ten year period.  In connection with the agreement,
the Company also agreed to forgive from Martin Health Care outstanding  invoices
totaling  $22,000.  In return for the  forgiveness,  Martin agreed to pay to the
Company a  royalty  on sales of  certain  products  and to issue to the  Company
15,000 shares of common stock in Martin Health Care  Products,  Inc. The Company
has  recorded  the cost for the  common  stock at $1,000  and has  recorded  the
royalties as a  non-current  asset in the amount of $21,000.  No royalties  have
been paid as of March 31, 2001.

[D]  Litigation  - The  Company  is unable to  predict  its  ultimate  financial
exposure  with  respect  to its prior sale of  certain  products  which may have
contained  allegedly  contaminated  Tryptophan,  which is the subject,  numerous
lawsuits against unrelated manufacturers, distributors, suppliers, importers and
retailers of that product.  However,  management does not presently  believe the
outcome of these actions will have a material adverse effect on the Company.

[E]  Development  and Supply  Agreement - On April 9, 1998, the Company signed a
development and supply agreement with Herbalife  International of America,  Inc.
["Herbalife"]  whereby the Company will develop,  manufacture and supply certain
nutritional products to Herbalife through December 31, 2001.

[F]  Manufacturing  Agreement  - On February  14,  1998,  the  Company  signed a
manufacturing  agreement with Pilon International,  PLC, a company that supplies
Zepter International, a worldwide direct sales distributor of consumer products.
The Company will  manufacture and develop dietary  supplements  through the year
2001.

[G] Consulting  Agreements- The Company entered into a consulting agreement with
a  financial  public  relations  firm to provide  financial  communications  and
investor  relations.  The agreement is for a 12-month  period and provides for a
yearly  retainer  of  $54,000.  In  addition  the  Company  has  issued  to  the
consultants options to purchase 75,000 shares of its common stock at an exercise
price of $1.10 and 75,000 shares at an exercise price of $1.75.


                                       12
<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS, Sheet #6
[UNAUDITED]
--------------------------------------------------------------------------------

[12] Related Party Transactions

During the year ended June 30,  1997,  the  Company  entered  into a  consulting
agreement  with  the  brother  of  the  Company's  chairman  of the  board  on a
month-to-month basis for $1,100 per month. The total consulting expense recorded
per this verbal  agreement for the nine months ended March 31, 2001 and 2000, by
the Company was $9,900 and $9,900, respectively.

[13] Fair Value of Financial Instruments

Generally  accepted  accounting  principles require disclosing the fair value of
financial instruments to the extent practicable for financial instruments, which
are  recognized  or  unrecognized  in the balance  sheet.  The fair value of the
financial instruments disclosed herein is not necessarily  representative of the
amount  that  could be  realized  or  settled,  nor does the fair  value  amount
consider the tax consequences of realization or settlement.
In assessing the fair value of financial instruments, the Company uses a variety
of methods and  assumptions,  which are based on estimates of market  conditions
and risks existing at the time. For certain instruments, including cash and cash
equivalents,  accounts  receivable,  notes  receivable,  accounts  payable,  and
accrued  expenses,  it was estimated that the carrying amount  approximated fair
value because of the short maturities of these instruments.  Short-term debt and
long-term debt  including  long-term debt to a related party is based on current
rates at which the Company could borrow funds with similar remaining  maturities
and approximates fair value.

[14] New Accounting Pronouncements

In June  1998,  the  FASB  issued  SFAS  No.  133,  "Accounting  for  Derivative
Instruments and Hedging  Activities".  Statement No. 133 establishes  accounting
and reporting  standards for derivative  instruments and for hedging activities.
It  requires  that an entity  recognize  all  derivatives  as  either  assets or
liabilities  and measure them at fair value.  Under certain  circumstances,  the
gains or losses from  derivatives may be offset against those from the items the
derivatives  hedge  against.  The Company has adopted SFAS No. 133 in the fiscal
year  ending  June  30,  2001,  and it does not have a  material  impact  on the
financial statements.

[15] Equity Transactions

[A] Purchase of Manufacturing  Facility-On August 30, 2000 the Company issued to
Morristown  Holding Company 1,050,420 shares of its common stock in exchange for
the manufacturing and office facility it had been renting [See Note 11A].

[B] Consultant Agreement/Stock Options-In connection with a consulting agreement
dated July 18, 2000 the Company has issued  75,000  options on its common  stock
exercisable at $1.10 per share and 75,000 options exercisable at $1.75 per share
[See Note 11G]. Should the Company not choose to renew the consulting  agreement
the  consultants  have  agreed to give back  50,000  of the $1.75  options.  The
options are exercisable for five years from the date the agreement was signed.

[C]  Incentive  Stock  Options-On  July 1,  2000  the  Company  granted  200,000
incentive stock options for a term of ten years to its employees at the exercise
price of $1.00 per share.

On December 19, 2000, the Company granted 497,333  incentive stock options for a
term of ten years  commencing on December 19, 2000 to its officers and employees
at the exercise  price of $.75 per share and 120,480  stock  options at $.83 per
share for a term of five years commencing on December 19, 2000.

[D]  Non-Statutory  Stock  Options-On  December  19, 2000,  the Company  granted
171,667 non-statutory stock options to officers,  directors,  and members of its
Scientific  Advisory Board at the exercise price of $.75 for a term of ten years
commencing on December 19, 2000 and 179,520  non-statutory stock options at $.83
for a term of five years commencing on December 19, 2000.


                                       13
<PAGE>

Item 2.

INTEGRATED HEALTH TECHNOLOGIES, INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
--------------------------------------------------------------------------------

The  following  discussion  should be read in  conjunction  with the  historical
information of the Company and notes thereto.

Nine months  ended March 31,  2001  Compared to the nine months  ended March 31,
2000

Results of Operations

The Company's net loss for the nine months ended March 31, 2001 was $(1,261,523)
as  compared  to the net  income for the nine  months  ended  March 31,  2000 of
$3,620,569. This decrease in net income of approximately $4,900,000 is primarily
the  result of a  $2,580,000  decrease  in  operating  income  resulting  from a
corresponding decrease in gross profit of approximately  $1,400,000,  a decrease
in other income of  approximately  $5,100,000  due to the  settlement of a Class
Action   Lawsuit  and  an  increase  in  Federal  and  State   income  taxes  of
approximately $2,000,000.

Sales for the nine  months  ended March 31,  2001 and 2000 were  $9,747,573  and
$15,050,901,  respectively,  a decrease of approximately  $5,300,000 or 35%. For
the nine months ended March 31, 2001 the Company had sales to one customer,  who
accounted  for 31% of net  sales  in  2001  and 50% in  2000.  The  loss of this
customer would have an adverse affect on the Company's operations.

Retail and mail order  sales for the nine months  ended  March 31, 2001  totaled
$386,452 as compared to $499,117  for the nine months  ended March 31,  2000,  a
decrease  of 23%.  The Company  has been  experiencing  a decline in retail mail
order sales due to increased competition. The Company closed its retail store on
March 2, 2001.

Sales under the Roche Vitamins,  Inc. distribution agreement were $1,753,588 for
the nine months  ended March 31,  2001 as  compared to  $1,957,175  for the nine
months ended March 31, 2000, a decrease of $203,587 or 10%.

On July 1, 2000, the Company began offering solid dosage product development and
technical  services  through  its  subsidiary,  Integrated  Health  Ideas,  Inc.
Consulting revenues for the nine months ended March 31, 2001 totaled $333,981.

On  August  31,  2000,  the  Company  began  the  distribution  and sale of fine
chemicals  through a new  subsidiary,  IHT Health  Products,  Inc. Sales for the
seven months ended March 31, 2001 totaled $2,202,690.

Cost of sales  decreased to $8,951,027  for the nine months ended March 31, 2001
as compared to  $12,850,678  for the nine months ended March 31,  2000.  Cost of
sales  increased as a percentage of sales to 92% for the nine months ended March
31, 2001 from 85% for the nine months ended March 31, 2000. The increase in cost
of sales is due to manufacturing inefficiencies and lower margin sales.

Selling and  administrative  expenses  for the nine months  ended March 31, 2001
were $2,678,101  versus  $2,349,983 for the same period a year ago. The increase
of $328,118 was primarily  attributable to a decrease in advertising of $40,088,
an  increase in  officers  salaries  of  $21,158,  an increase in freight out of
$25,110,  an increase in depreciation  expense of $31,542, an increase in travel
and entertainment of $125,087,  an increase in insurance expense of $34,292,  an
increase in  professional  fees of $26,091,  a decrease  in  consulting  fees of
$241,272 and an increase in offices salaries of $258,495 due to the commencement
of the IHT Health Products, Inc. distribution business.

Other income  (expense)  was $62,349 for the nine months ended March 31, 2001 as
compared to $5,200,690 for the nine months ended March 31, 2000. The decrease of
$5,138,341  is  primarily  the result of the  decrease  of  $5,352,271  from the
settlement  of  a  Class  Action  Lawsuit  against  two  bulk  vitamin  material
suppliers.


                                       14
<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
--------------------------------------------------------------------------------

Three months  ended March 31, 2001  Compared to the three months ended March 31,
2000

The Company's net loss for the three months ended March 31, 2001 was  $(314,041)
as compared to net income of  $4,056,798  for the three  months  ended March 31,
2000. This decrease in net income of  approximately  $4,400,000 is primarily the
result of a decrease in operating income of approximately  $673,000,  a decrease
in other  income of  approximately  $5,300,000  due to a  settlement  of a Class
Action Lawsuit and a decrease in Federal and State income taxes of approximately
$1,600,000.

Sales for the three  months  ended March 31, 2001 and 2000 were  $4,255,484  and
$6,676,871,  respectively, a decrease of $2,421,387 or 36%. For the three months
ended March 31, 2001 the Company had sales to one customer who accounted for 36%
of net sales in 2001 and 41% in 2000.

Retail and mail order sales for the three  months  ended March 31, 2001  totaled
$116,250 as compared to $167,506  for the three  months  ended March 31, 2000, a
decrease  of $51,256 or 31%.  The  Company  has been  experiencing  a decline in
retail and mail order sales due to increased competition. The Company closed its
retail store on March 2, 2001.

Sales under the Roche Vitamins, Inc. distribution agreement totaled $618,979 for
the three  months  ended March 31,  2001 as  compared to $769,083  for the three
months ended March 31, 2000, a decrease of $150,104 or 19.5%.

Sales through its IHT Health Products,  Inc.  subsidiary  totaled $1,054,505 for
the three months ended March 31, 2001 and sales  through its  Integrated  Health
Ideas, Inc. subsidiary totaled $126,449.

Cost of sales  decreased to $3,818,379 for the three months ended March 31, 2001
as compared to  $5,669,622  for the three months  ended March 31, 2000.  Cost of
sales increased as a percentage of sales to 90% as compared to 85% for the three
months  ended  March  31,  2001.  The  increase  in  cost  of  sales  is  due to
manufacturing inefficiencies.

Selling and  administrative  expenses  for the three months ended March 31, 2001
were $945,265 as compared to $842,419 for the three months ended March 31, 2000.
The increase of $102,845 was primarily attributable to a decrease in advertising
of $97,402,  an increase in  consulting  fees of  $44,596,an  increase in public
relations fees of $38,230,  an increase in entertainment  and lodging of $18,769
and an increase in office  salaries of $107,820 due to the  commencement  of the
IHT Health Products, Inc. distribution business.

Other income  [expense] was $42,151 for the three months ended March 31, 2001 as
compared to $5,308,195  for the three months ended March 31, 2000.  The decrease
of $5,266,044  is primarily  the result of the decrease of  $5,352,271  from the
settlement  of  a  Class  Action  Lawsuit  against  two  bulk  vitamin  material
suppliers.

Liquidity and Capital Resources

At March 31, 2001 the Company's  working capital was  $3,849,472,  a decrease of
$1,610,311 over working capital at June 30, 2000. Cash and cash equivalents were
$617,305 at March 31, 2001,  a decrease of  $1,205,704  from June 30, 2000.  The
Company utilized  $1,325,131 and provided $4,420,261 for operations for the nine
months ended March 31, 2001 and 2000, respectively.

The primary  reasons for the increase in cash  utilized for  operations  for the
nine months  ended March 31, 2001 are a decrease in net income of  approximately
$4,900,000,  an increase in accounts  receivable of approximately $ 500,000,  an
increase in  inventories of  approximately  $573,000 and an increase in accounts
payable of approximately  $900,000. The Company currently has purchase orders of
approximately  $2 million  dollars on hand for shipment in the fourth quarter of
fiscal  2001.  The Company  believes  that  anticipated  sales  coupled with the
purchase  orders and the remaining  balances  available  under the two revolving
lines of credit will meet the cash needs for operations.


                                       15
<PAGE>

INTEGRATED HEALTH TECHNOLOGIES, INC.
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
--------------------------------------------------------------------------------

Liquidity and Capital Resources-Continued

The Company utilized  $98,733 and $120,672 in investing  activities for the nine
months ended March 31, 2001 and 2000,  respectively.  The Company  generated net
cash of $218,160 and utilized $2,388,627 from debt financing  activities for the
nine months ended March 31, 2001 and 2000, respectively.

The Company has two revolving  lines of credit.  One of the lines provides for a
$1,000,000  revolving  line of credit  agreement,  which bears  interest at 3.0%
above the prime interest rate and expires on November 5, 2001. At March 31, 2001
the balance due under the revolving line of credit was $616,198. The second line
of credit also  provides for a $1,000,000  revolving  line of credit  agreement,
which bears interest at 4% above the prime interest rate and expires on December
21, 2002. At March 31, 2001 the balance due under the second line was $1,333.

The Company's total annual  commitment at March 31, 2001 for the next five years
of $1,760,609  consists of obligations under operating leases for facilities and
lease agreements for the rental of warehouse equipment and automobiles.

Effective  July  1,  1999,  the  Company  entered  into  three  year  employment
agreements  with four  executive  officers  which provide for  aggregate  annual
salaries of $495,000 for the years ending June 30, 2001 and 2002.

Subsequent Events

On April 25,  2001,  the  Company's  securities  were  delisted  from the Nasdaq
SmallCap  Market because the Company failed to comply with the MINIMUM BID PRICE
requirements for continued  listing as set forth in Marketplace Rule 4310(c)(4).
The Company's  securities  continue to be traded on the OTC electronic  bulletin
board.


                                       16
<PAGE>

Part II: Other Information

INTEGRATED HEALTH TECHNOLOGIES, INC.
--------------------------------------------------------------------------------

Item 1:           Legal Proceeding

                           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

                           None

Item 5:           Other Information

                           None

Item 6:           Exhibits and Reports on Form 8K

                           None


                                       17
<PAGE>

SIGNATURES
--------------------------------------------------------------------------------

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.



                                   INTEGRATED HEALTH TECHNOLOGIES, INC.

Date:   May 9, 2001                 By:/s/ Seymour Flug
                                        ------------------------------------
                                        Seymour Flug,
                                        President and Chief Executive Officer

Date:   May 9, 2001                 By:/s/ Eric Friedman
                                        ------------------------------------
                                        Eric Friedman,
                                        Chief Financial Officer




                                       18