FORM 10-QSB


                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C.  20549


(Mark One)

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

     For the quarterly period ended September 30, 2001

                                       OR

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


                        Commission file number 33-19598-D


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

              Nevada                               84-0992908
              ------                               ----------
 (State or other jurisdiction of                (I.R.S. Employer
  incorporation or organization)               Identification No.)

                       370 Seventeenth Street, Suite 3640
                             Denver, Colorado 80202
                    (Address of principal executive offices)

                    Issuer's telephone number: (303) 592-1010


     Indicate by check mark whether the issuer (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.  Yes  X  No
                                                    ---    ---


     As of November 5, 2001 there were 55,701,398 shares of the registrant's
sole class of common stock outstanding.


     Transitional Small Business Disclosure Format   Yes     No  X
                                                         ---    ---


<PAGE>
                  NANOPIERCE TECHNOLOGIES, INC. AND SUBSIDIARY
                                      INDEX


PART I - FINANCIAL INFORMATION

Item 1 - Financial Statements


                                                                      PAGE
                                                                      ----

     Independent Accountants' Report                                  F-2

     Condensed Consolidated Balance Sheet
          September 30, 2001                                          F-3

     Condensed Consolidated Statements of Operations -
          Three months ended
          September 30, 2001 and 2000                                 F-4

     Condensed Consolidated Statements of Comprehensive
          Loss - Three months ended
          September 30, 2001 and 2000                                 F-5

     Condensed Consolidated Statement of Shareholders'
          Equity - Three months ended September 30, 2001              F-6

     Condensed Consolidated Statements of Cash Flows -
          Three months ended September 30, 2001 and 2000              F-7

     Notes to Condensed Consolidated Financial Statements             F-8


Item 2.  Management's Discussion and Analysis                           1


PART II - OTHER INFORMATION

Item 1.   Legal Proceedings                                             3

Item 2.   Changes in Securities                                         4

Item 6.   Exhibits and Reports on Form 8-K                              4


     SIGNATURES                                                         5


     LIST OF EXHIBITS                                                   6


                                        F-1
<PAGE>
                         INDEPENDENT ACCOUNTANTS' REPORT
                         -------------------------------



Board of Directors
Nanopierce Technologies, Inc.

We have reviewed the accompanying condensed consolidated balance sheet of
Nanopierce Technologies, Inc. and subsidiary as of September 30, 2001, the
related condensed consolidated statements of operations, comprehensive loss and
cash flows for the three-month periods ended September 30, 2001 and 2000, and
the statement of stockholders' equity for the three-month period ended September
30, 2001. These condensed consolidated financial statements are the
responsibility of the Company's management.

We conducted our reviews 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 reviews, we are not aware of any material modifications that should
be made to the accompanying consolidated financial statements for them to be in
conformity with generally accepted accounting principles.


GELFOND HOCHSTADT PANGBURN, P.C.




Denver, Colorado
November 12, 2001


                                        F-2
<PAGE>
                  NANOPIERCE TECHNOLOGIES, INC. AND SUBSIDIARY
                      Condensed Consolidated Balance Sheet
                               September 30, 2001
                                   (Unaudited)

                                     ASSETS
Current assets:
  Cash and cash equivalents                               $    2,967,013
  Accounts receivable                                             78,901
  Notes receivable                                               275,410
  Deferred legal costs and other prepaid expenses                596,327
                                                          --------------
    Total current assets                                       3,917,651
                                                          --------------

Property and equipment:
  Machinery                                                      346,203
  Office equipment and furniture                                 201,023
  Leasehold improvement                                          101,991
                                                          --------------
                                                                 649,217
  Less accumulated depreciation                              (   158,666)
                                                          --------------
                                                                 490,551
                                                          --------------

Other assets:
  Notes receivable - related party                               127,500
  Deposits and other                                             113,434
  Intellectual property rights, net of accumulated
    amortization of $359,315                                     640,685
  Patent applications                                            114,789
                                                          --------------
                                                                 996,408
                                                          --------------

                                                          $    5,404,610
                                                          ==============

                      LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
  Accounts payable                                        $      167,061
  Accrued liabilities                                             21,224
  Deferred revenue                                                37,167
                                                          --------------
    Total liabilities - all current                              225,452
                                                          --------------


Commitments and contingencies

Shareholders' equity:
  Preferred stock, $0.0001 par value; 5,000,000
    shares authorized:
    Series A; no shares issued and outstanding
    Series B; maximum of 75,000 shares issuable; no
      shares issued and outstanding
    Series C; maximum of 700,000 shares issuable; no
      shares issued and outstanding
  Common stock, $0.0001 par value; 100,000,000 shares
    authorized; 55,701,398 shares issued and outstanding           5,570
  Additional paid-in capital                                  18,451,781
  Accumulated other comprehensive income                          44,890
  Accumulated deficit                                        (13,323,083)
                                                          --------------
               Total shareholders' equity                      5,179,158
                                                          --------------

                                                          $    5,404,610
                                                          ==============

          See notes to the condensed consolidated financial statements.


                                       F-3
<PAGE>
<TABLE>
<CAPTION>
                  NANOPIERCE TECHNOLOGIES, INC. AND SUBSIDIARY
                 Condensed Consolidated Statements of Operations
                 Three Months Ended September 30, 2001 and 2000
                                   (Unaudited)


                                              2001         2000
                                          ------------  -----------
<S>                                       <C>           <C>
Revenues                                  $    24,066       14,942
                                          ------------  -----------

Operating expenses:
  Research and development expense            107,452       67,301
  General and administrative expenses         944,904      640,331
  Selling and marketing                        17,991            -
                                          ------------  -----------
                                            1,070,347      707,632
                                          ------------  -----------

Loss from operations                       (1,046,281)   ( 692,690)
                                          ------------  -----------

Other income (expense):
  Interest income                              49,961       27,568
  Interest expense:
    Related party                                   -    (   1,264)
    Other                                           -    (  23,173)
                                          ------------  -----------
                                               49,961        3,131
                                          ------------  -----------

Net loss                                  $(  996,320)   ( 689,559)
                                          ============  ===========

Net loss per share, basic and diluted     $(     0.02)   (    0.02)
                                          ============  ===========

Weighted average number of common shares
  outstanding                              55,701,398   35,816,632
                                          ============  ===========
</TABLE>

          See notes to the condensed consolidated financial statements


                                       F-4
<PAGE>
<TABLE>
<CAPTION>
                  NANOPIERCE TECHNOLOGIES, INC. AND SUBSIDIARY
             Condensed Consolidated Statements of Comprehensive Loss
                 Three Months Ended September 30, 2001 and 2000
                                   (Unaudited)


                                2001         2000
                            ------------  -----------
<S>                         <C>           <C>
Net loss                    $(  996,320)  (  689,559)

Change in unrealized gain
  on securities              (      237)  (      521)

Change in foreign currency
  translation adjustments        38,862        3,575
                            ------------  -----------

Comprehensive loss          $(  957,695)  (  686,505)
                            ============  ===========
</TABLE>

          See notes to the condensed consolidated financial statements.


                                       F-5
<PAGE>
<TABLE>
<CAPTION>
                            NANOPIERCE TECHNOLOGIES, INC. AND SUBSIDIARY
                      Condensed Consolidated Statement of Shareholders' Equity
                                Three Months Ended September 30, 2001
                                             (Unaudited)


                                                        Accumulated
                       Common stock         Additional  other                         Total
                       -------------------  Paid-in     comprehensive   Accumulated   shareholders'
                         Shares    Amount   capital     income          deficit       equity
                       ----------  -------  ----------  --------------  ------------  --------------
<S>                    <C>         <C>      <C>         <C>             <C>           <C>
Balances,
  July 1, 2001         55,701,398  $ 5,570  18,451,781          6,265   (12,326,763)      6,136,853


Net loss                        -        -           -              -      (996,320)       (996,320)

Other comprehensive
 income (loss):
   Change in
   unrealized gain on
   securities                   -        -           -           (237)            -            (237)

   Change in
   foreign currency
   translation
   adjustments                  -        -           -         38,862             -          38,862
                       ----------  -------  ----------  --------------  ------------  --------------

Balances,
  September 30, 2001   55,701,398  $ 5,570  18,451,781         44,890   (13,323,083)      5,179,158
                       ==========  =======  ==========  ==============  ============  ==============
</TABLE>

          See notes to the condensed consolidated financial statements


                                       F-6
<PAGE>
<TABLE>
<CAPTION>
                          NANOPIERCE TECHNOLOGIES, INC. AND SUBSIDIARY
                         Condensed Consolidated Statements of Cash Flows
                         Three Months Ended September 30, 2001 and 2000
                                           (Unaudited)


                                                                           2001         2000
                                                                       ------------  -----------
<S>                                                                    <C>           <C>
Cash flows from operating activities:
  Net loss                                                             $(  996,320)  (  689,559)
                                                                       ------------  -----------
  Adjustments to reconcile net loss to net cash used in
    operating activities:
      Amortization expense                                                  25,000       25,000
      Depreciation expense                                                  43,328       15,205
      Amortization of discount on debentures                                     -        4,473
      Amortization of deferred legal costs                                 250,000            -
      Expenses incurred in exchange for common
        stock, warrants and options                                              -      181,954
    Changes in operating assets and liabilities:
      Increase in accounts receivable                                   (   30,676)  (   37,568)
      Decrease in prepaid expenses                                          18,908       22,839
      Increase in deposits and other assets                             (   47,061)      (1,545)
      Increase in accounts payable and
        accrued liabilities                                                 27,610        2,140
      Increase in deferred revenue                                          37,167       18,424
                                                                       ------------  -----------

  Total adjustments                                                        324,276      230,922
                                                                       ------------  -----------

Net cash used in operating activities                                   (  672,044)  (  458,637)
                                                                       ------------  -----------

Cash flows from investing activities:
  Increase in patent applications                                       (   31,479)           -
  Purchase of property and equipment                                    (   87,388)  (  121,962)
  Payments received on notes receivable                                    399,590            -
  Increase in notes receivable                                          (   35,000)           -
                                                                       ------------  -----------

Net cash provided by (used in) investing activities                        245,723   (  121,962)
                                                                       ------------  -----------

Effect of exchange rate changes on cash and cash equivalents                 8,798        1,324
                                                                       ------------  -----------

Net decrease in cash and cash equivalents                               (  417,523)  (  579,275)

Cash and cash equivalents, beginning                                     3,384,536    2,466,293
                                                                       ------------  -----------

Cash and cash equivalents, ending                                      $ 2,967,013    1,887,018
                                                                       ============  ===========


Supplemental disclosure of cash flow information:
  Cash paid for interest                                               $         -            -
                                                                       ============  ===========

Supplemental schedule of non-cash investing and financing activities:

  Conversion of debentures and accrued
    interest to common stock                                           $         -    1,326,520
                                                                       ============  ===========
</TABLE>

          See notes to the condensed consolidated financial statements.


                                       F-7
<PAGE>
                  NANOPIERCE TECHNOLOGIES, INC. AND SUBSIDIARY
              Notes to Condensed Consolidated Financial Statements
                 Three Months Ended September 30, 2001 and 2000
                                   (Unaudited)


1.   Business, Organization and Summary of Significant Accounting Policies:


     Presentation of Interim Information:

     The accompanying condensed consolidated financial statements include the
     accounts of Nanopierce Technologies, Inc., a Nevada corporation (the
     Company), and its wholly owned foreign subsidiary, Nanopierce Card
     Technologies GmbH, Hohenbrunn (NCT), a German subsidiary, which was
     incorporated on January 19, 2000. All significant intercompany accounts and
     transactions have been eliminated in consolidation. NCT activities through
     September 30, 2001 consist primarily of providing software development and
     implementation service, and performing administrative, research and
     development, selling and marketing activities.

     In the opinion of the management of the Company, the accompanying unaudited
     condensed consolidated financial statements include all material
     adjustments, including all normal recurring adjustments, considered
     necessary to present fairly the financial position and operating results
     for the periods presented. The financial statements and notes are presented
     as permitted by Form 10-QSB, and do not contain certain information
     included in the Company's last Annual Report on Form 10-KSB for the fiscal
     year ended June 30, 2001. It is the Company's opinion that, when the
     interim statements are read in conjunction with the June 30, 2001 Annual
     Report on Form 10-KSB, the disclosures are adequate to make the information
     presented not misleading. Interim results are not necessarily indicative of
     results for a full year or any future period.

     The Company reported a net loss of $996,320 for the period ended September
     30, 2001 and an accumulated deficit of $13,323,083 as of September 30,
     2001. The Company has not recognized any significant revenues from its PI
     technology and expects to incur continued cash outflows. The Company has
     also experienced difficulty and uncertainty in meeting its liquidity needs
     in prior years. The Company believes that it has adequate funds to support
     operations for the current fiscal year ending June 30, 2002.

     To address its on-going and long-term cash needs, the Company is continuing
     discussions with investment bankers and financial institutions attempting
     to raise funds to support current and future operations. This includes
     attempting to raise additional working capital through the sale of
     additional capital stock or through the issuance of debt. Currently, the
     Company does not have a revolving loan agreement with any financial
     institution, nor can the Company provide any assurance it will be able to
     enter into any such agreement in the future, or be able to raise funds
     through a further issuance of debt or equity in the Company. The Company
     also believes sales of its products and technology license rights may
     provide additional funds to meet the Company's capital requirements.

     Business:

     The Company is engaged in the design, development and licensing of products
     using its intellectual property, the PI Technology. The PI Technology
     consists of patents, pending patent applications, patent applications in
     preparation, trade secrets, trade names, and trademarks. The PI Technology
     improves electrical, thermal and mechanical characteristics of electronic
     products. The Company has designated and is commercializing its PI
     Technology as the Nanopierce Connection System (NCS) and markets the PI
     Technology to companies in various industries for a wide range of
     applications.


                                       F-8
<PAGE>
                  NANOPIERCE TECHNOLOGIES, INC. AND SUBSIDIARY
              Notes to Condensed Consolidated Financial Statements
                 Three Months Ended September 30, 2001 and 2000
                                   (Unaudited)


     Business Risk:

     The Company is subject to risks and uncertainties common to
     technology-based companies, including rapid technological change,
     dependence on principle products and third party technology, new product
     introductions and other activities of competitors, dependence on key
     personnel, and limited operating history.


     International Operations:

     The Company's subsidiary (NCT) operations are located in Germany. NCT
     transactions are conducted in currencies other than the U.S. dollar (the
     currency into which NCT's historical financial statements have been
     translated) primarily the Euro. As a result, the Company is exposed to
     adverse movements in foreign currency exchange rates. In addition, the
     Company is subject to risks including adverse developments in the foreign
     political and economic environment, trade barriers, managing foreign
     operations and potentially adverse tax consequences. There can be no
     assurance that any of these factors will not have a material adverse effect
     on the Company's financial condition or results of operations in the
     future.


     Loss Per Share:

     Statement of Financial Accounting Standards (SFAS) No. 128, Earnings per
     Share, requires dual presentation of basic and diluted earnings or loss per
     share (EPS) with a reconciliation of the numerator and denominator of the
     basic EPS computation to the numerator and denominator of the diluted EPS
     computation. Basic EPS excludes dilution. Diluted EPS reflects the
     potential dilution that could occur if securities or other contracts to
     issue common stock were exercised or converted into common stock or
     resulted in the issuance of common stock that then shared in the earnings
     of the entity.

     Loss per share of common stock is computed based on the average number of
     common shares outstanding during the period. Stock options, warrants, and
     convertible preferred stock are not considered in the calculation, as the
     impact of the potential common shares (9,112,661 shares at September 30,
     2001 and 16,324,500 shares at September 30, 2000) would be to decrease loss
     per share. Therefore, diluted loss per share is equivalent to basic loss
     per share.


     Recently issued accounting pronouncement:

     In August 2001, the FASB issued SFAS No. 144, Accounting for Impairment or
     Disposal of Long-Lived Assets, which addresses accounting and financial
     reporting for the impairment or disposal of long-lived assets. This
     statement is effective for fiscal years beginning after December 15, 2001.
     The Company is currently assessing the impact, if any, that SFAS No. 144
     may have on its financial condition and results of operations.


2.   Note receivable:

     During the three months ended September 30, 2001 the Company extended the
     due date of a note receivable in the amount of $275,410 due from an
     unrelated party from September 30, 2001 to November 30, 2001.


                                       F-9
<PAGE>
                  NANOPIERCE TECHNOLOGIES, INC. AND SUBSIDIARY
              Notes to Condensed Consolidated Financial Statements
                 Three Months Ended September 30, 2001 and 2000
                                   (Unaudited)



3.   Common Stock, Stock Options and Warrants:

     No common stock was issued during the three months ended September 30,
     2001. During the three months ended September 30, 2000, the Company issued
     1,076,407 shares of common stock in exchange for $1,278,855 of convertible
     debentures and $47,665 of accrued interest on the convertible debentures.
     The Company also issued 36,000 shares of common stock to third parties in
     exchange for services valued at $82,116 based on the quoted market price of
     the Company's common stock on the date the services were performed.

     During the three months ended September 30, 2001, the Company granted stock
     options to purchase 140,000 shares of common stock at exercise prices of
     $0.66 to $0.67 per share to employees and a director of the Company. During
     the three months ended September 30, 2000, the Company granted stock
     options to purchase 70,000 shares of common stock at exercise prices of
     $1.625 to $2.375 per share to employees of the Company. The options
     exercise prices were based upon the quoted market prices of the Company's
     common stock on the dates of grant. The stock options expire in the years
     2010 and 2011.

     In September 2000, the Company issued a stock option to purchase 50,000
     shares of common stock at $3.00 per share for services received from a
     third party. The stock option expires on December 31, 2002. The option was
     valued at $56,650 using the Black-Scholes pricing model, and that expense
     was charged to general and administrative expense.

     During the three months ended September 30, 2001 warrants to purchase
     50,000 shares of common stock expired.


4.   License Agreements:

     The Company has license agreements with third parties, which allow the
     third parties to utilize defined aspects of the intellectual property
     rights in return for royalty fees. All but two license agreements are idle.
     Royalties and maintenance payments from the two license agreements have
     been held in an escrow account, outside of the Company's control, pending
     the resolution of certain legal issues. On November 30, 1999, the Company
     obtained a Court Order of Declaratory Judgment that it has incontestable
     and exclusive ownership of all patents, patent applications, licenses,
     trade names, trademarks, trade secrets and other intellectual properties
     relating to the PI Technology. As part of the Court Order, the original
     inventor of the technology is to receive all accrued and future royalty
     payments from the licenses which were outstanding as of September 3, 1996.
     The Company also granted to the original inventor of the technology a
     two-year, royalty bearing, non-exclusive license to use the PI Technology
     for certain specified applications. The Company has not recorded any
     receivables or revenues associated with the accrued royalty payments on
     licenses which were outstanding as of September 3, 1996. The original
     inventor filed a Motion of Appeal on March 29, 2000 regarding the
     Declaratory Judgment. On April 23, 2001 the District Court Judge signed an
     order that the original inventor has waive his right to appeal. The
     Inventor has filed an amended appeal to review that order. The Company
     believes that the resolution of this litigation will not have a material
     adverse impact on either results of operations, financial position, or cash
     flows.


                                      F-10
<PAGE>
                  NANOPIERCE TECHNOLOGIES, INC. AND SUBSIDIARY
              Notes to Condensed Consolidated Financial Statements
                 Three Months Ended September 30, 2001 and 2000
                                   (Unaudited)


5.   Financing Agreement Suit:

     On April 27, 2001 the Company filed an action in the United States District
     Court in and for the District of Colorado, against Harvest Court, LLC,
     Southridge Capital Investments, LLC, Daniel Pickett, Patricia Singer and
     Thompson Kernaghan, of Toronto (Canada)(collectively, the "Defendants").
     The Company subsequently dismissed this suit, without prejudice and on July
     27, 2001 re-filed the action in the District Court, City and County of
     Denver. The suit alleges among other things, that the Defendants have
     violated the anti-fraud and controlling persons Sections of the Colorado
     Securities Act, aiding and abetting violations of the Colorado Securities
     Act, common law fraud and civil conspiracy. The Company is seeking various
     forms of relief from the Defendants, including an accounting, a declaratory
     judgment, actual damages of at least $190,000,000 and exemplary and treble
     damages.

     On May 7, 2001, Harvest Court, LLC filed suit against the Company in the
     Supreme Court of the State of New York, County of New York. The suit
     alleges that the Company has breached the October 20, 2000 Purchase
     Agreement, by not issuing 7,418,895 free trading shares of the Company's
     common stock in connection with the second reset provision and 4,545,303
     shares due in connection with the third reset provision of the Purchase
     Agreement. Harvest Court is seeking the delivery of such shares or damages
     in the alternative. On August 1, 2001, the Supreme Court of the Sate of New
     York of the State of New York, County of New York issued a preliminary
     injunction ordering the Company to reserve and not transfer the shares
     allegedly due to Harvest Court. In September 2001, a suit was filed by
     Thomson Kernaghan & Co., Ltd. against the Company and certain
     officers/directors of the Company seeking general damages for defamation
     and punitive, aggravated and exemplary damages that aggregate in excess of
     $3,000,000. The Company intends to vigorously defend against these claims
     and does not believe the outcome of these claims will have a material
     adverse effect on the financial condition, results of operations or
     liquidity of the Company. However, it is too early at this time to
     determine the ultimate outcome of these matters.

6.   Foreign and Domestic Operations:

     Operating results and long-lived assets as of and for the quarter ended
     September 30, 2001 and 2000, by geographic area, are presented in the table
     below. There were no significant amounts of transfers between geographic
     areas.

                                 United States   Germany    Total
                                 --------------  -------  ---------
     Revenues for quarter
       ended September 30, 2001  $            -   24,066     24,066
                                 ==============  =======  =========

     Revenues for quarter
       ended September 30, 2000  $            -   14,942     14,942
                                 ==============  =======  =========

     Long-lived assets at
       September 30, 2001        $    1,233,492   12,533  1,246,025
                                 ==============  =======  =========


                                      F-11
<PAGE>
Item 2 - Management's Discussion and Analysis of Financial Condition and Results
of Operations


     The statements contained in this Form 10-QSB, if not historical, are
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995, and involve risks and uncertainties that could
cause actual results to differ materially from the results, financial or
otherwise, or other expectations described in such forward-looking statements.
Any forward-looking statement or statements speak only as of the date on which
such statements were made, and the Company undertakes no obligation to update
any forward-looking statement to reflect events or circumstances after the date
on which such statements are made or reflect the occurrence of unanticipated
events.  Therefore, forward-looking statements should not be relied upon as
prediction of actual future results.


Results of operations

     The Company recognized revenues of $24,066 for the three months ended
September 30, 2001 compared to $14,942 for the three months ended September 30,
2000.  The revenues were from various software development contracts generated
by the Company's German subsidiary, Nanocard Technologies, GmbH ("Nanocard").

     Total operating expenses during the three months ended September 30, 2001
were $1,070,347 compared to $707,632 during three months ended September 30,
2000.  The increase of $362,715 is attributable to increases in salaries,
depreciation, marketing and research and development activities related to the
increased activities and expansions of Nanocard and the Colorado Springs
technology group.  Further, legal expenses were significantly higher for the
three months ended September 30, 2001 due to $250,000 of amortized legal fees in
connection with litigation research for the Harvest Court Litigation.  Research
and development expenses for the three months ended September 30, 2001 were
$107,452 compared to $67,301 for the three months ended September 30, 2000.  The
increase of $40,151 is primarily attributable to additional salaries incurred in
research and development and the expansion of research activities for the
Company's WaferPierce product.

     Interest expense decreased by $24,437 due to the payment of all of the
Company's long-term debt during the fiscal year ended June 30, 2001.

     The Company incurred a net loss of $996,320 for the three months ended
September 30, 2001 compared to a net loss of $689,559 for the three months ended
September 30, 2000.  The increase in the net loss is primarily due to the
increase in activity described in general and administrative expenses.


Liquidity and financial condition

     The Company's current operations are not generating positive cash flow.
The Company reported a net loss of $996,320 for the period ended September 30,
2001 and an accumulated deficit of $13,323,083 as of September 30, 2001.  The
Company has not recognized any significant revenues from its PI technology and
expects to incur continued cash outflows.  The Company has also experienced
difficulty and uncertainty in meeting its liquidity needs in prior years.  As a
result of funds received from equity financing completed during the fiscal year
ended June 30, 2001, the Company believes that it has adequate funds to support
operations for the current fiscal year ending June 30, 2002.


                                        1
<PAGE>
      To address its on-going and long-term cash needs, the Company is in
discussions with investment bankers and financial institutions attempting to
raise funds to support current and future operations.  This includes attempting
to raise additional working capital through the sale of additional capital stock
or through the issuance of debt.  Currently, the Company does not have a
revolving loan agreement with any financial institution, nor can the Company
provide any assurance it will be able to enter into any such agreement in the
future, or be able to raise funds through a further issuance of debt or equity
in the Company.  The Company also believes sales of it products and technology
license rights may provide additional funds to meet the Company's capital
requirements.


Recently issued accounting pronouncement:


In August 2001, the FASB issued SFAS No. 144, Accounting for Impairment or
Disposal of Long-Lived Assets, which addresses accounting and financial
reporting for the impairment or disposal of long-lived assets.  This statement
is effective for fiscal years beginning after December 15, 2001.  The Company is
currently assessing the impact, if any, that SFAS No. 144 may have on its
financial condition and results of operations.


                                        2
<PAGE>
                           PART II - OTHER INFORMATION


Item 1 - Legal Proceedings

DiFrancesco Litigation

The Company and Louis DiFrancesco, the inventor of the PI Technology, were
involved in litigation relating to the Company's ownership of its intellectual
property and the rights as to who should receive royalty payments from licenses,
which were outstanding as of September 3, 1996.  On November 30, 1999, the
Company obtained a Court Order of Declaratory Judgment that it has incontestable
and exclusive ownership of all patents, patent applications, licenses, trade
names, trademarks, trade secrets and other intellectual properties relating to
the PI Technology.  Mr. DiFrancesco filed an Appeal on March 28, 2000 with the
Colorado Court of Appeals regarding the Declaratory Judgment.  The Colorado
Court of Appeals remanded the case to the District Court to determine whether
Mr. DiFrancesco had waived his right to appeal.  On April 23, 2001, the District
Court, City and County of Denver issued a Court Order that Mr. DiFrancesco had
lost his right to Appeal.  Mr. DiFrancesco has filed an amended Appeal to review
that Order.  No ruling has yet been issued by the Colorado Court of Appeals.

Harvest Court Litigation

     On April 27, 2001, the Company filed an action in the United States
District Court in and for the District of Colorado, against Harvest Court, LLC,
Southridge Capital Investments, LLC, Daniel Pickett, Patricia Singer and
Thompson Kernaghan, of Toronto (Canada) (collectively, the "Defendants"). The
Company subsequently dismissed this suit, without prejudice and on July 27, 2001
re-filed the action in the District Court, City and County of Denver. The suit
alleges among other things, that the Defendants have violated the anti-fraud and
controlling persons sections of the Colorado Securities Act, aiding and abetting
violations of the Colorado Securities Act, common law fraud and civil conspiracy
and Declaratory Judgment against the Defendants.  The Company is seeking various
forms of relief from the Defendants, including an accounting, a declaratory
judgment, actual damages of at least $190,000,000 and exemplary and treble
damages.

On May 7, 2001, Harvest Court, LLC filed suit against the Company in the Supreme
Court of the State of New York, County of New York.  The suit alleges that the
Company has breached the October 20, 2000 Purchase Agreement, by not issuing
7,418,895 free trading shares of the Company's common stock in connection with
the reset provisions of the Purchase Agreement due on the second reset date and
approximately 4,545,303 shares dues on the third reset date.  Harvest Court is
seeking delivery of such shares or damages in the alternative.  On August 1,
2001, the Supreme Court of the State of New York, County of New York issued a
preliminary injunction ordering the Company to reserve and not transfer the
shares allegedly due to Harvest Court.  In September 2001, a suit was filed by
Thomson Kernaghan & Co., Ltd. against the Company and certain officers/directors
of the Company seeking general damages for defamation and punitive, aggravated
and exemplary damages that aggregate in excess of $3,000,000.  The Company
intends to vigorously defend against these claims and does not believe the
outcome of these claims will have a material adverse effect on the financial
condition, results of operations or liquidity of the Company.  However, it is to
early at this time to determine the ultimate outcome of these matters.


                                        3
<PAGE>
Item 2 - Changes in Securities


     The Company made the following unregistered sales of its securities from
July 1, 2001, to September 30, 2001.

     None



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


     (a)  Exhibits:

           Exhibit 11                       Computation on net loss per share

     (b)  Reports:

           None


                                        4
<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.


                                      NANOPIERCE TECHNOLOGIES, INC.
                                      (Registrant)


November 12, 2001                     /s/ Paul H. Metzinger
                                      ----------------------------------
                                      Paul H. Metzinger, President & CEO


November 12, 2001                     /s/ Kristi J. Kampmann
                                      ----------------------------------
                                      Kristi J. Kampmann, Chief Financial
                                      Officer


                                        5
<PAGE>
                                LIST OF EXHIBITS


Exhibit 11     Computation of Net Loss Per Share




                                        6
<PAGE>