SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

Issuer's telephone number, including area code: (301) 315-0027

Securities registered pursuant to Section 12(g) of the Act:

See accompanying notes to the condensed consolidated financial statements.

See accompanying notes to the condensed consolidated financial statements.

See accompanying notes to the condensed consolidated financial statements.

NOTE 1- ORGANIZATION AND BASIS OF PRESENTATION

The condensed consolidated balance sheets as of April 30, 2003, and the condensed consolidated statements of operations and statements of cash flows for the three months ended April 30, 2003 and 2002, respectively, are unaudited. In the opinion of management, the accompanying financial statements contain all adjustments considered necessary to present fairly the financial position of the Company as of April 30, 2003 and the results of its operations and cash flows for the periods presented. The Company prepares its interim financial information using the same accounting principles as it does for its annual financial statements.

These financial statements do not include all disclosures associated with annual financial statements and, accordingly, should be read in conjunction with the footnotes contained in the Company's consolidated financial statements for the year ended January 31, 2003, together with the auditors' report, included in the Company's Annual Report contained in Form 10-KSB, as filed with the Securities and Exchange Commission. The results of operations for any interim period are not necessarily indicative of the results of operations for any other interim period or for a full fiscal year.

Cash and equivalents -- Cash and equivalents include cash balances on deposit in banks, overnight investments in mutual funds, and other financial instruments having an original maturity of three months or less. For purposes of the condensed consolidated financial statements of cash flow, the Company considers these amounts to be cash equivalents.

Inventories at April 30, 2003 and January 31, 2003 consisted of:

NOTE 3 -- PRIVATE OFFERING OF COMMON STOCK

On April 29, 2003 the Company completed a private offering of approximately 1,304,000 shares of common stock at a price of $7.75 per share. The proceeds of approximately $10,106,000 will be reduced by offering costs of $454,000. The net proceeds will be used for acquisitions in growth-oriented industries and for working capital. The private offering was approved by shareholder vote on April 15, 2003.

In connection with consummation of the private offering, the Company granted an aggregate of 230,000 warrants to purchase common stock at a strike price of $7.75. The warrants are fully vested and have been recorded as a reduction of the proceeds from the offering.

Basic earnings per share are computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflect the maximum dilution that would have resulted from the exercise of stock options and warrants. Diluted earnings per share are computed by dividing net income by the weighted average of common shares and all dilutive securities.

The Company maintains a revolving credit line of $1,000,000 with an interest rate of prime plus 0.25% per annum that is secured by the Company's accounts receivable and inventories and consists of two revolving credit agreements with one bank. One agreement is a $250,000 term note that is payable over four years and expires in March 2006, and the other is a $750,000 line of credit that expires in June 2003. The terms of these loan agreements contain certain restrictive covenants, including maintenance of: (i) aggregate net worth (plus subordinated debt, less any intangible assets and less any amount due from shareholders, officers and affiliates of the Company) of not less than $3,500,000; (ii) a ratio of current and non-current liabilities (less subordinated debt) to net worth of not more than 0.50 to 1.00; (iii) working capital of not less than $2,000,000 and a minimum fixed charge coverage ratio of 1.25 to 1.00. Subsequent to April 30, 2003 the Company determined not to extend the debt agreements and paid the outstanding principal and interest.

In December 2002, the FASB issued SFAS No. 148, "Accounting for Stock-Based Compensation -- Transition and Disclosure." SFAS No. 148 amends SFAS No. 123, "Accounting for Stock-Based Compensation" to provide two additional alternative transition methods if a company voluntarily decides to change its method of accounting for stock-based employee compensation to the fair-value method. SFAS No. 148 also amends the disclosure requirements of SFAS No. 123 by requiring that companies make quarterly disclosures regarding the pro forma effects of using the fair-value method of accounting for stock-based compensation, effective for the Company's 2004 fiscal year. For the three months ended April 30, 2002 and 2003, the pro forma effect of stock options using the fair-value method was not significant with respect to the Company's results of operations.

Subsequent to April 30, 2003, the Company signed a letter of intent to purchase Southern Maryland Cable, Inc. The consummation of the proposed transaction is contingent upon completion of due diligence analysis, the signing of a definitive purchase and sale agreement, approval of both companies' boards of directors and other conditions.

This Form 10-QSB contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created thereby. Investors are cautioned that all forward-looking statements involve risks and uncertainty, (including without limitation, the Company's future gross profit, selling, general and administrative expenses, the Company's financial position, working capital and variances in the Company's operations, as well as general market conditions) though the Company believes that the assumptions underlying the forward-looking statements contained herein are reasonable, any of the assumptions could be inaccurate, and therefore, there can be no assurance that the forward-looking statements included in this Form 10-QSB will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the Company or any other person that the objectives and plans of the Company will be achieved.

The Company provides a broad range of products for original equipment manufacturers, foreign and domestic military users, government direct, automotive and aviation aftermarket users as well as a number of commercial and industrial applications. These applications include military, commercial and general aviation fixed wing and rotary wing vehicles, rockets, launch vehicles, satellites, surface and subsurface vessels, automotive airbag, launch complex installations, and liquid gas manufacturers, to name a few.

Results of Operations for the Three Months Ended April 30, 2003 and April 30, 2002

Net Sales

Net sales were $1,690,000 for the three months ended April 30, 2003 compared to $1,624,000 for the three months ended April 30, 2002. The 4.1% increase is due primarily to cleaning and miscellaneous filter revenue. The market for filters remains soft.

Gross Margin

Gross margin was $558,000 or 33.0% of net sales for the three months ended April 30, 2003 compared to $511,000 or 31.5% of net sales for the three months ended April 30, 2002. The 1.5% increase in gross margin was attributable to the favorable absorption of overhead associated with the higher volume of product shipped.

Selling, General and Administrative Expenses

Selling, general and administrative expenses were $509,000 or 30.1% of net sales for the three months ended April 30, 2003 compared to $423,000 or 26.0% of net sales for the three months ended April 30, 2002. The increase is primarily due to increases in general and administrative expenses which were related to corporate and recruiting costs.

Operating Income

Operating income was $49,000 or 2.9% of net sales for the three months ended April 30, 2003 compared to $88,000 or 5.4% of net sales for the three months ended April 30, 2002. The $39,000 decrease in operating income is attributable to the higher general and administrative costs which were, in part, offset by increased margin dollars during the quarter.

Other Income(Expense) / Interest Expense

Other expense was $4,000 for the three months ended April 30, 2003 compared to $54,000 for the three months ended April 30, 2002. The decrease in other income was due to an early exit payment made during the three months ended April 30, 2002 by the Company's former landlord for the relocation of the organization. Interest expense was $2,000 for the three months ended April 30, 2003 compared to $7,000 for the three months ended April 30, 2002. The decrease in interest expense was due to the Company maintaining a lower balance in its line of credit which resulted in lower interest charges.

The provision for income taxes was $17,000 for the three months ended April 30, 2003 as compared to $10,000 for the three months ended April 30, 2002. The Company's effective rate was 40% for the three months ended April 30, 2003 compared to 7.4% for the three months ended April 30, 2002.

At April 30, 2003 and January 31, 2003, the Company had $9,992,000 and $265,000 respectively available in cash and cash equivalents. The Company completed a private offering of approximately 1,304,000 shares of common stock at a price of $7.75 per share. The proceeds which aggregated approximately $10,106,000 will be used for acquisitions in growth-oriented industries and for working capital. The net proceeds of this offering are expected to be reduced by offering expenses of approximately $480,000.

Net cash used for operations for the three months ended April 30, 2003 was $210,000 compared with $140,000 in cash provided by operations for the three months ended April 30, 2002. The decrease in cash provided by operations is due to an increase in accounts receivable at April 30, 2003 at a rate greater than the increase in consolidated sales. A significant customer made a $200,000 payment in May 2003. The Company also experienced a lower level of income from operations for the three months ended April 30, 2003 compared to the same period a year ago.

Cash used for investing activities of $53,000 reflects the upgrade of computer systems throughout the organization and leasehold improvements made to the facility.

Net cash provided by financing activities was $9,990,000 compared to net cash used for financing activities of $14,000 for the same period one year ago. The aforementioned private offering offset $67,000 used to pay various credit facilities in the current year.

With its present capital resources and cash flow from operations, the Company believes they should have sufficient resources to meet its operating needs for the next twelve months and to provide for debt maturities and capital expenditures. The Company is in compliance with all of its debt covenants and will pay both the term facility and the revolving line of credit. Currently in order to expand its access to senior credit, the Company is in negotiations to establish lines of credit with another bank.

Management is required to make judgments, assumptions and estimates that affect the amounts reported when we prepare financial statements and related disclosures in conformity with generally accepted accounting principals. Note 1 to the consolidated financial statements in our Annual Report on Form 10-KSB for the fiscal year ended January 31, 2003 describes the significant accounting policies and methods used in the preparation of our condensed consolidated financial statements. Estimates are used for, but not limited to, our accounting for contingencies, allowance for doubtful accounts, valuation allowances for deferred tax assets and inventory reserves. Actual results could differ from these estimates. The following critical accounting policies are impacted significantly by judgments, assumptions, and estimates used in the preparation of our condensed consolidated financial statements.

Our net sales are primarily derived from manufacturing of filters for a wide range of customers. Revenue from manufacturing is recognized upon shipment of the filters.

The Company periodically evaluates the net realizable value of long lived assets including property and equipment, relying on a number of factors including operating results, economic projections, and anticipated cash flows.

The majority of our inventory purchase commitments are based upon demand forecasts that our customers provide us. Customers frequently make changes to their forecasts, thereby often requiring that we make changes to our inventory purchases, commitments, and production schedules and may require us to cancel open purchase commitments with our vendors. This process may lead to on-hand inventory quantities and on-order purchase commitments that are in excess of the customer's revised needs, or parts that become obsolete before use in production.

We record inventory reserves for excess and obsolete inventories that we do not expect to be able to use in production or sell to third parties. We make judgments with respect to recording inventory reserves based on various factors such as the aging and anticipated future demand of the inventory.

The Company accounts for income taxes under the asset and liability method. The approach requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of assets and liabilities. Developing the Company's provision for income taxes requires significant judgment and expertise in federal and state income tax laws, regulations and strategies, including the determination of deferred tax assets and liabilities and, if necessary, any valuation allowances that may be required for deferred tax assets. The Company recorded a valuation allowance of $323,000 as of April 30, 2003 based on its forecast that future taxable income will, more likely than not be sufficient to realize the deferred tax asset amounts in excess of the valuation allowance. Management's judgments are subject to audit by tax authorities as well as the potential for Company results to vary from current estimates in future years.

Within 90 days prior to the date of this report, the Company carried out an evaluation; under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-14(c) and 15d-14(c) under the Securities Exchange Act of 1934). Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that, as of the date of their evaluation, the Company disclosure controls and procedures are effective in timely alerting them to material information required to be included in the Company's periodic SEC reports. There have been no significant changes in the Company's internal controls, or in factors that could significantly affect these internal controls, subsequent to the date the Chief Executive Officer and the Chief Financial Officer completed their evaluation.

Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed and on its behalf by the undersigned thereto, duly authorized.

I, Rainer Bosselmann, certify that:

Date: June 13, 2003

I, Arthur F. Trudel, certify that:

Date: June 13, 2003