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


                                   FORM 10-QSB


(Mark One)

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

         For the quarterly period ended September 30, 2002

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

Commission File Number: 000-08149

                        SCANNER TECHNOLOGIES CORPORATION
                        --------------------------------
        (Exact name of small business issuer as specified in its charter)

              New Mexico                           85-0169650
              ----------                           ----------
     (State or other jurisdiction of   (I.R.S. Employer Identification No.)
     incorporation or organization)

            14505 21st Avenue North, Suite 220, Minneapolis, MN 55447
            ---------------------------------------------------------
                    (Address of principal executive offices)

                                 (763) 476-8271
                                 --------------
                           (Issuer's telephone number)

The Registrant had 10,000,988 shares of Common Stock, no par value outstanding
as of October 31, 2002.

Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]


                                       1



                        SCANNER TECHNOLOGIES CORPORATION

                                   FORM 10-QSB

                                Table of Contents


PART I.  FINANCIAL INFORMATION
         Item 1.  Financial Statements                                         3
         Item 2.  Management's Discussion and Analysis or Plan of Operation   10
         Item 3.  Controls and Procedures                                     12


PART II. OTHER INFORMATION                                                    12
         Item 1.  Legal Proceedings                                           12
         Item 2.  Changes in Securities                                       12
         Item 3.  Defaults Upon Senior Securities                             13
         Item 4.  Submissions Of Matters To A Vote of Security Holders        13
         Item 5.  Other Information                                           13
         Item 6.  Exhibits and Reports on Form 8-K                            13
SIGNATURE                                                                     13



                                       2



                 SCANNER TECHNOLOGIES CORPORATION AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (unaudited)



                                               Three Months Ended              Nine Months Ended
                                                  September 30,                   September 30,
                                          ---------------------------     ---------------------------
                                              2001            2002            2001            2002
                                          -----------     -----------     -----------     -----------
                                                                              
REVENUES                                  $   543,015     $   537,109     $ 1,544,390     $ 1,097,751

COST OF GOODS SOLD                            121,968         146,629         436,712         323,652
                                          -----------     -----------     -----------     -----------

GROSS PROFIT                                  421,047         390,480       1,107,678         774,099
                                          -----------     -----------     -----------     -----------

OPERATING EXPENSES
  Selling, general and administrative         490,201         580,739       1,292,843       1,269,821
  Research and development                    165,010         267,298         425,548         628,511
  Legal fees                                  232,751         167,553         509,284         519,315
                                          -----------     -----------     -----------     -----------
                                              887,962       1,015,590       2,227,675       2,417,647
                                          -----------     -----------     -----------     -----------

LOSS FROM OPERATIONS                         (466,915)       (625,110)     (1,119,997)     (1,643,548)

OTHER INCOME (EXPENSE)
  Other income                                  3,892              25           7,116             548
  Interest expense                                (88)         (2,367)           (198)         (2,377)
                                          -----------     -----------     -----------     -----------

LOSS BEFORE INCOME TAX BENEFIT               (463,111)       (627,452)     (1,113,079)     (1,645,377)

INCOME TAX BENEFIT                            (61,800)             --        (233,800)        (72,700)
                                          -----------     -----------     -----------     -----------

NET LOSS                                  $  (401,311)    $  (627,452)    $  (879,279)    $(1,572,677)
                                          ===========     ===========     ===========     ===========

NET LOSS PER SHARE - BASIC AND DILUTED    $     (0.06)    $     (0.07)    $     (0.13)    $     (0.20)
                                          ===========     ===========     ===========     ===========

WEIGHTED AVERAGE SHARES OUTSTANDING -
  BASIC AND DILUTED                         7,037,863       9,021,057       6,990,779       7,714,483






See notes to consolidated financial statements.


                                       3



                 SCANNER TECHNOLOGIES CORPORATION AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEETS



                                                                  December 31,   September 30,
                                                                      2001            2002
                                                                  -----------     -----------
                                                                   (audited)      (unaudited)
                                                                            
                                     ASSETS
CURRENT ASSETS
  Cash and cash equivalents                                       $   366,750     $    16,893
  Accounts receivable, less allowance of $40,000                      483,996         600,335
  Income taxes receivable                                             397,629         235,900
  Inventory                                                           732,806         813,991
  Prepaid expenses                                                     27,430          66,980
                                                                  -----------     -----------
    TOTAL CURRENT ASSETS                                            2,008,611       1,734,099

PROPERTY AND EQUIPMENT, net                                            63,352          57,757
DEFERRED TAX ASSET                                                    599,200              --
PATENTS, net                                                               --         360,214
OTHER                                                                  70,296          12,239
                                                                  -----------     -----------

                                                                  $ 2,741,459     $ 2,164,309
                                                                  ===========     ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
  Bank line of credit                                             $        --     $   385,000
  Notes payable to related parties                                         --         332,514
  Accounts payable                                                    362,997         771,902
  Accrued expenses                                                     92,206         137,885
                                                                  -----------     -----------
    TOTAL CURRENT LIABILITIES                                         455,203       1,627,301
                                                                  -----------     -----------

ACCRUED LICENSE FEES                                                  131,006              --
                                                                  -----------     -----------
ACCRUED COMPENSATION                                                1,254,575              --
                                                                  -----------     -----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
  Preferred stock, no par value, 50,000,000 shares authorized;
    no shares issued and outstanding                                       --              --
  Common stock, no par value, 50,000,000 shares authorized;
    7,061,196 and 10,000,988 shares issued and outstanding             70,612       3,064,941
  Additional paid-in capital                                        1,262,023              --
  Stock options                                                       952,430              --
  Deferred stock option compensation                                 (429,134)             --
  Accumulated deficit                                                (955,256)     (2,527,933)
                                                                  -----------     -----------
                                                                      900,675         537,008
                                                                  -----------     -----------

                                                                  $ 2,741,459     $ 2,164,309
                                                                  ===========     ===========



See notes to consolidated financial statements.


                                       4



                 SCANNER TECHNOLOGIES CORPORATION AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)



                                                                                     Nine Months Ended
                                                                                       September 30,
                                                                                 ---------------------------
                                                                                     2001            2002
                                                                                 -----------     -----------
                                                                                           
OPERATING ACTIVITIES
  Net loss                                                                       $  (879,279)    $(1,572,677)
  Adjustments to reconcile net loss to net cash used by operating activities:
    Depreciation                                                                      24,046          19,140
    Amortization                                                                          --          10,292
    Deferred taxes                                                                  (233,800)        163,200
    Deferred stock option compensation                                               234,652         284,384
    Changes in operating assets and liabilities:
      Accounts receivable                                                          1,775,225        (116,339)
      Income taxes receivable                                                             --         161,729
      Inventory                                                                     (173,211)        (81,185)
      Prepaid expenses and other                                                     (51,494)        (78,397)
      Accounts payable                                                                36,496         408,905
      Accrued income taxes                                                          (644,149)             --
      Accrued expenses                                                              (182,896)         33,660
      Accrued license fees                                                           (87,581)        (41,652)
      Accrued compensation                                                            18,125              --
                                                                                 -----------     -----------
        Net cash used by operating activities                                       (163,866)       (808,940)
                                                                                 -----------     -----------

INVESTING ACTIVITIES
  Purchases of property and equipment                                                (30,071)        (13,545)
                                                                                 -----------     -----------

FINANCING ACTIVITIES
  Net proceeds on bank line of credit                                                     --         385,000
  Payments on debt                                                                        --         (45,442)
  Refund of stock options issued for cash                                                 --         (15,000)
  Proceeds from sale of stock options                                                 15,000              --
  Proceeds from sale of common stock                                                 797,050         148,070
                                                                                 -----------     -----------
    Net cash provided by financing activities                                        812,050         472,628
                                                                                 -----------     -----------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                 618,113        (349,857)

CASH AND CASH EQUIVALENTS
  Beginning of period                                                                 82,799         366,750
                                                                                 -----------     -----------

  End of period                                                                  $   700,912     $    16,893
                                                                                 ===========     ===========

Supplemental Disclosures of Cash Flow Information:
  Cash paid for:
    Interest                                                                     $       198     $     2,377
    Income taxes                                                                     644,149              --

  Noncash operating, financing and investing activities:
    Unearned compensation forgiven                                                        --       1,254,575
    Deferred tax asset related to forgiven unearned compensation                          --         436,000
    Valuation of stock options issued                                                396,750              --
    Valuation of stock options exercised and cancelled                                92,000         937,430
    Unamortized deferred stock option compensation on cancelled options                   --          51,867
    Note payable issued in exchange for patent costs                                      --         370,506
    Accrued license fees transferred to note payable                                      --          89,354
    Officer loan offset against note payable                                              --         (96,904)
    Deficiency of Southwest Capital at date of merger                                     --          27,019



See notes to consolidated financial statements.


                                       5



                        SCANNER TECHNOLOGIES CORPORATION
                   Notes to Consolidated Financial Statements
                                   (unaudited)


1.   Basis of Presentation and Significant Accounting Policies -

     The accompanying consolidated financial statements account for the merger
     between Scanner Technologies Corporation (Scanner) and Southwest Capital
     Corporation (Southwest) as a capital transaction in substance (and not a
     business combination of two operating entities) that would be equivalent to
     Scanner issuing securities to Southwest in exchange for the net monetary
     liabilities of Southwest, accompanied by a recapitalization (See Note 2).

     The accompanying unaudited consolidated financial statements have been
     prepared in accordance with accounting principles generally accepted in the
     United States of America for interim financial information. They do not
     include all of the information and footnotes required by accounting
     principles generally accepted in the United States of America for complete
     financial statements. In the opinion of management, all adjustments,
     consisting of normal recurring accruals, considered necessary for a fair
     presentation have been included. Operating results for the three month and
     nine month periods ended September 30, 2002, are not necessarily indicative
     of the results that may be expected for the year ending December 31, 2002.
     For further information, refer to the financial statements and footnotes
     for the year ended December 31, 2001 included in our Definitive Proxy
     Statement filed on July 11, 2002.

     Nature of Business

     The Company is a manufacturer, developer, and retailer of electronic
     component test equipment. The Company also conducts research and
     development of technologically feasible products. The Company grants credit
     collateralized by the product to a customer base that is small in numbers,
     but global in location.

     Principles of Consolidation

     The consolidated financial statements include the accounts of Scanner
     Technologies Corporation and its wholly owned subsidiary, Scanner
     Technologies Corporation International, incorporated in the United States
     and registered in Singapore. All significant intercompany balances and
     transactions have been eliminated.

     Revenue Recognition

     Revenue is earned by the Company primarily through sales of test equipment
     to third party customers and also to a distributor. For sales to the
     distributor, revenue is recognized upon shipment as the distributor has no
     acceptance provisions and title passes at shipment. For sales to third
     party customers, title passes at shipment, however the customer has certain
     acceptance provisions relating to installation and training. These
     provisions require the Company to defer revenue recognition until the
     equipment is installed and the customers' personnel are trained. The
     Company provides the training but does not install the equipment. As a
     result, revenue is recognized for third party customers once the product
     has been shipped, installed and customer personnel are trained. This
     process typically is completed within two weeks to a month after shipment.

     Management Estimates

     The preparation of these consolidated financial statements in conformity
     with accounting principles generally accepted in the United States of
     America requires management to make estimates and assumptions that affect
     the reported amounts and disclosures in the consolidated financial
     statements and accompanying notes. Actual results could differ from those
     estimates. Significant management estimates relate to the valuation
     allowance on deferred tax assets.

     Fair Value of Financial Instruments

     The carrying amounts of financial instruments consisting of cash and cash
     equivalents, receivables, bank line of credit, notes payable, accounts
     payable and accrued liabilities approximate their fair values.


                                       6



                 SCANNER TECHNOLOGIES CORPORATION AND SUBSIDIARY
                   Notes to Consolidated Financial Statements
                                   (unaudited)


     Inventory

     Inventory consists principally of raw material parts, sub assemblies and
     technological components. The technological components are generally
     purchased in small quantities and therefore, have a high turnover rate,
     thereby mitigating the risk of obsolescence. Inventory is stated at the
     lower of cost or market with cost determined on the first-in, first-out
     method.

     Property and Equipment

     Property and equipment are stated at cost less accumulated depreciation.
     Depreciation is provided using accelerated methods. Leasehold improvements
     are amortized straight-line over the lease term.

     Patents

     Patents are stated at cost less accumulated amortization. Amortization is
     provided using the straight line method over six years.

     Accounting for Stock-Compensation

     The Company accounts for employee stock options under Accounting Principles
     Board Opinion No. 25, "Accounting for Stock Issued to Employees," and
     provides the disclosures required by Statement of - Financial Accounting
     Standards (SFAS) No. 123, "Accounting for Stock-Based Compensation."
     Options and warrants to non-employees are accounted for as required by SFAS
     No. 123.

     Income Taxes

     The Company is taxed as a domestic US corporation under the Internal
     Revenue Code. Income taxes are accounted for under SFAS No. 109,
     "Accounting for Income Taxes." Deferred income tax assets and liabilities
     are recognized for the expected future tax consequences of events that have
     been included in the consolidated financial statements or tax returns.
     Deferred income tax assets and liabilities are determined based on the
     differences between the financial statement and tax bases of assets and
     liabilities using currently enacted tax rates in effect for the years in
     which the differences are expected to reverse. Income tax expense is the
     current tax payable for the period and the change during the period in
     deferred tax assets and liabilities.

     Credit Risk

     Significant concentrations of credit risk exist in accounts receivable,
     which are due from customers dispersed across different geographic and
     economic regions.

     Net Loss Per Share

     Net loss per share - basic is determined by dividing the net loss by the
     weighted-average common shares outstanding. Net loss per share - diluted
     normally includes common stock equivalents (options and warrants), but were
     excluded since their effect was antidulitive.

     Recently Issued Accounting Standards

     On January 1, 2002, the Company adopted the provisions of SFAS No. 141,
     "Business Combinations," and SFAS No. 142, "Goodwill and Other Intangible
     Assets" which addresses accounting for acquired goodwill and other
     intangible assets, discontinues the amortization of acquired goodwill, and
     makes goodwill subject to periodic impairment testing. The adoption of SFAS
     No. 141 and No. 142 does not impact the consolidated financial position or
     results of operations.


                                       7



                 SCANNER TECHNOLOGIES CORPORATION AND SUBSIDIARY
                   Notes to Consolidated Financial Statements
                                   (unaudited)


     On January 1, 2002, the Company adopted the provisions of SFAS No. 144,
     "Accounting for the Impairment or Disposal of Long-Lived Assets," which
     replaces SFAS No. 121, "Accounting for the Impairment of Long-Lived and for
     Long-Lived Assets to be Disposed Of." SFAS No. 144 requires that long-lived
     assets to be disposed of by sale, including those of discontinued
     operations, be measured at the lower of carrying amount or fair value less
     cost to sell, whether reported in continuing operations or in discontinued
     operations. Discontinued operations will no longer be measured at net
     realizable value or include amounts for operating losses that have not yet
     been incurred. SFAS No. 144 also broadens the reporting of discontinued
     operations to include all components of an entity with operations that can
     be distinguished from the rest of the entity and that will be eliminated
     from the ongoing operations of the entity in a disposal transaction. The
     adoption of SFAS No. 144 had no impact on the Company's current operations.

2.   Reorganization

     On January 15, 2002, the Company executed an Agreement and Plan of
     Reorganization with Southwest Capital Corporation (Southwest), a public
     company with no operations. The agreement provided for the Company to merge
     into Southwest, with Southwest continuing as the surviving corporation
     under the name of Scanner Technologies Corporation. On July 31, 2002, the
     Company completed its merger with Southwest pursuant to which the Company
     was merged with and into Southwest. This merger was treated as a
     recapitalization. Pro forma information for prior periods is not presented
     since the effect is insignificant. At the effective date of the merger each
     of the 7,568,196 shares of Scanner's Common Stock outstanding was converted
     into the right to receive 1.057 shares of the surviving company's common
     stock and a five-year warrant to purchase 0.2642 shares of the surviving
     company's common stock. The warrants are exercisable immediately at an
     exercise price of $1.00 per share. The conversion ratio was based on the
     total amount of Scanner's common stock outstanding at the effective date of
     the merger. As a result, the surviving company issued an additional
     7,999,600 shares of its common stock and warrants to purchase 1,999,559
     shares of common stock. Each share of common stock of Southwest issued and
     outstanding remained issued and outstanding and unaffected by the merger.
     At the time of the merger, Scanner had outstanding warrants to purchase
     225,000 shares of its Common Stock at $2.75 per share. At the time of the
     merger, these warrants were converted into warrants to purchase a total of
     59,445 units of the surviving company's securities at $10.80 per unit, each
     unit consisting of four shares of the surviving company's common stock and
     a five-year warrant immediately exercisable to purchase one share of the
     surviving company's common stock at $1.00 per share. At the time of the
     merger, the Articles of Incorporation were amended to authorize Preferred
     Shares, increase the number of shares the Company can issue and to change
     the common stock from $.01 par value to no par value stock.

     Upon the consummation of the merger of the Company into Southwest, the
     Company became the owner of the licensed know-how in exchange for a
     one-time payment to licensor of $1 and all expenses incurred for securing
     and maintaining the intellectual property rights. These expenses were
     $370,505.

3.   Contingent Liability

     In an agreement dated April 19, 2002, the Company's President and Chief
     Executive Officer forgave the payment of the salary accrued and released
     the Company, its successors, its officers and directors from any liability
     in connection with the accrued salary. In exchange, the Company agreed that
     its President shall receive a certain amount of the proceeds, if any, that
     Scanner may receive out of litigation involving patents that Scanner has
     licensed. Under the agreement, the Company shall keep sixty percent (60%)
     of any proceeds of the currently ongoing litigation and shall pay to its
     President forty percent (40%) of such proceeds until the Company has been
     reimbursed for all attorney fees and other expenses incurred in connection
     with the current litigation, and its President has received the total
     amount of $1,254,575. If one party has received all the amounts owing to
     such party before the other party's claim under this provision has been
     satisfied, the other party shall receive one hundred percent (100%) of the
     proceeds until its claim is satisfied. If any proceeds remain after such
     payment, the Company's President shall receive fifty percent


                                       8



                 SCANNER TECHNOLOGIES CORPORATION AND SUBSIDIARY
                   Notes to Consolidated Financial Statements
                                   (unaudited)


     (50%) of such remainder. He also has a right to receive part of the
     proceeds, if any, that the Company may receive out of any subsequent
     litigation involving the licensed patents. The Company shall keep sixty
     percent (60%) of any such proceeds until its attorney fees and other
     expenses incurred in connection with the current and any subsequent
     litigation have been reimbursed, and its President shall receive forty
     percent (40%) of any such proceeds until he has received a total amount of
     $1,254,575 out of the proceeds of the currently ongoing and any subsequent
     litigation. If any proceeds out of the subsequent litigation remain after
     such distribution, the Company shall pay twenty five percent (25%) of such
     remaining proceeds to its President. The unearned compensation forgiven
     ($1,254,575) less the related deferred tax benefit ($436,000) was recorded
     as additional paid-in capital in stockholders' equity.

     To provide the Company's Senior Vice President with an incentive to
     continue his employment with the Company and its successor, and to
     compensate him for compensation in recent years which the Company believes
     was less than he might have received in a comparable position elsewhere,
     the Senior Vice President was also a party to the agreement regarding the
     distribution of litigation proceeds. The Company agreed to pay to him
     twenty percent (20%) of the remaining proceeds, if any, Scanner may receive
     out of any subsequent litigation as described above involving the licensed
     patent, and that remain after the aforesaid payments to the Company and its
     President have been made out of such proceeds.

4.   Financing Arrangement

     In March 2002, the Company obtained a line of credit from a bank. The line
     in the amount of $900,000 with an interest rate at prime has a term of one
     year, renewable at the discretion of the bank. The line is guaranteed by
     shareholders who received for their financial support warrants to purchase
     a total of 225,000 shares of the Company's common stock at $2.75 per share.
     At September 30, 2002, $385,000 is outstanding under this line. The
     warrants had no market value as determined by the Black-Scholes Model. In
     the subsequent merger (See Note 2) the warrants were converted into
     warrants to purchase a total of 59,445 units of the Company's securities at
     $10.80 per unit, each unit consisting of four shares of the Company's
     common stock and a warrant to purchase one share of the Company's common
     stock at $1.00.


                                       9



Item 2. Management's Discussion and Analysis or Plan of Operation

     INTRODUCTION
     This quarterly report on Form 10-QSB contains certain forward-looking
     statements that involve risks and uncertainties. These statements refer to
     objectives, expectations, intentions, future events, or our future
     financial performance, and involve known and unknown risks, uncertainties,
     and other factors that may cause our actual results, level of activity,
     performance, or achievements to be materially different from any results
     expressed or implied by these forward-looking statements. In some cases,
     you can identify forward-looking statements by words such as "may," "will,"
     "should," "could," "expects," "anticipates," "intends," "plans," "believe,"
     "estimates," "predicts," "potential," and similar expressions. Our actual
     results could differ materially from those included in forward-looking
     statements.

     RESULTS OF OPERATIONS

     THREE MONTHS ENDED SEPTEMBER 30, 2002, COMPARED TO THREE MONTHS ENDED
     SEPTEMBER 30, 2001

     Sales for the three months ended September 30, 2002, were $537,109 compared
     to $543,015 for the three months ended September 30, 2001. The decrease in
     sales is due to the continued slowness in the semiconductor industry
     resulting in reduced spending by semiconductor manufactures for capital
     equipment such as that offered by the Company.

     Cost of goods sold increased by $24,661 to $146,629 in the three months
     ended September 30, 2002, from $121,968 in the comparable period of 2001.
     Cost of goods sold as a percentage of sales increased by 4.8% to 27.3% in
     2002 compared to 22.5% in 2001. The increase was the result of higher fixed
     and variable manufacturing expenses.

     Selling, general and administrative expenses increased by $90,538 to
     $580,739 for the three months ended September 30, 2002, compared to
     $490,201 in the same period the prior year. The increase was primarily
     related to additional amortization of deferred stock option compensation
     caused by the exercise of the stock options and increased accounting and
     other professional costs related to the merger with Southwest Capital.

     Research and development expenses were $267,298 in the three months ended
     September 30, 2002 compared to $165,010 for the three months ended
     September 30, 2001. The increase was the result of additional research and
     development activities related to the Company's development of its own line
     of robotic inspection systems for sale to end users.

     Legal fees decreased by $65,198 to $167,553 in the three months ended
     September 30, 2002, from $232,751 in the comparable period of 2001. Legal
     fees related to the patent infringement claim brought by the Company
     against a competitor were less in 2002 than 2001. This decrease was
     partially offset by increased fees relating to the merger with Southwest
     Capital.

     Other income (expense) was ($2,342) in the three months ended September 30,
     2002, compared to $3,804 in the comparable period of 2001. The change is
     primarily due to reduced cash investments and increased debt.

     The Company recognized no income tax benefit to offset the loss before
     income taxes in the three months ended September 30, 2002, as no tax
     benefit is available to the Company. A benefit of $61,800 was recognized in
     the three months ended September 30, 2001.

     The net loss for the three months ended September 30, 2002 was $627,452, or
     $.07 per share, compared to a net loss of $401,311, or $.06 per share, in
     the comparable period of 2001. The increase in the net loss was the result
     of a decrease in gross margin of $30,567, increased operating expenses of
     $127,628, increased net nonoperating expenses of $6,146 and a decrease in
     income tax benefit of $61,800.


                                       10



     NINE MONTHS ENDED SEPTEMBER 30, 2002, COMPARED TO NINE MONTHS ENDED
     SEPTEMBER 30, 2001

     Sales for the nine months ended September 30, 2002, were $1,097,751
     compared to $1,544,390 for the nine months ended September 30, 2001. The
     decline in sales is principally due to the worldwide slow demand for
     semiconductor and microelectronic devices. Therefore, manufacturers of such
     devices are reducing their capital spending which negatively affects
     semiconductor equipment suppliers such as the Company.

     Cost of goods sold decreased by $113,060 to $323,652 in the nine months
     ended September 30, 2002, from $436,712 in the comparable period of 2001.
     The decrease was primarily related to the decrease in sales. Cost of goods
     sold as a percentage of sales increased by 1.2% to 29.5% in 2002 compared
     to 28.3% in 2001. This increase was the result of higher fixed and variable
     manufacturing expenses.

     Selling, general and administrative expenses decreased by $23,022 to
     $1,269,821 for the nine months ended September 30, 2002, compared to
     $1,292,843 in the same period the prior year. The decrease was primarily
     related to lower commission and other selling expenses because of the
     decreased sales. These decreases were partially offset by additional
     amortization of deferred stock option compensation caused by the exercise
     of the stock options and increased accounting and other professional costs
     related to the merger with Southwest Capital.

     Research and development expenses were $628,511 in the nine months ended
     September 30, 2002 compared to $425,548 for the nine months ended September
     30, 2001. The increase was the result of additional research and
     development activities. The Company is currently developing its own line of
     robotic inspection systems for sale to end users.

     Legal fees increased by $10,031 to $519,315 in the nine months ended
     September 30, 2002, from $509,284 in the comparable period of 2001. Legal
     fees related to the patent infringement claim brought by the Company
     against a competitor were less in 2002 than 2001. This decrease was more
     than offset by increased fees relating to the merger with Southwest
     Capital.

     Other income (expense) was ($1,829) in the nine months ended September 30,
     2002, compared to $6,918 in the comparable period of 2001. The change is
     primarily due to reduced cash investments and increased debt.

     The Company recognized an income tax benefit of $72,700 in the nine months
     ended September 30, 2002. The benefit was limited because all of the
     available carrybacks were utilized. A benefit of $233,800 was recognized in
     the nine months ended September 30, 2001.

     The net loss for the nine months ended September 30, 2002 was $1,572,677,
     or $.20 per share, compared to a net loss of $879,279, or $.13 per share,
     in the comparable period of 2001. The increase in the net loss was the
     result of a decrease in gross margin of $333,579, increased operating
     expenses of $189,972, increased net nonoperating expenses of $8,747 and a
     decrease in income tax benefit of $161,100.

     LIQUIDITY AND CAPITAL RESOURCES (FOR THE NINE MONTHS ENDED SEPTEMBER 30,
     2002)

     Scanner's cash and cash equivalents decreased by $349,857 to $16,893 as of
     September 30, 2002, as compared to $366,750 on December 31, 2001. The
     Company's working capital declined by $1,446,610 from $1,553,408 on
     December 31, 2001 to $106,798 on September 30, 2002. The decrease in the
     Company's working capital is due primarily to the decline in sales from
     prior years and periods due to the general economic downturn and the
     significantly decreased demand for products from the semiconductor and
     microelectronic industry.

     Net cash used by operating activities for the nine months ended September
     30, 2002, was $808,940. Negative operating cashflow resulted primarily from
     the net loss for the period which was partially offset by non-cash
     adjustments relating to deferred taxes and deferred stock option
     compensation and by changes in operating assets and liabilities.


                                       11



     Net cash used by investing activities for the nine months ended September
     30, 2002, was $13,545. The funds were used to purchase property and
     equipment.

     Net cash provided by financing activities for the nine months ended
     September 30, 2002, was $472,628. Positive financing cash flows related
     primarily to the proceeds from borrowings under the bank line of credit and
     from the sale of common stock offset by payments on debt.

     The Company is attempting to raise additional capital by offering to sell a
     minimum of 400,000 and a maximum of 1,500,000 common shares at $2.50 per
     share through a Private Placement Memorandum. Assuming the successful
     completion of the Offering, the Company does not anticipate the need for
     additional financing. However if the Company does not sell all of the
     shares in this Offering, or if the financial needs are greater than
     anticipated, then the Company may have to raise additional funds to finance
     the operations and the research and development of new products. The
     Company cannot be assured that additional financing will be available on
     terms favorable to the Company, or at all. The terms of any additional
     securities that may be issued in the future may also impose restrictions on
     operations. If adequate funds are not available or are not available on
     acceptable terms, the ability to fund operations, take advantage of
     unanticipated opportunities, develop or enhance products and services or
     otherwise respond to competitive pressures would be significantly limited.
     In March 2002, Scanner obtained a line of credit from a bank. The line in
     the amount of $900,000 with an interest rate based on the prime interest
     rate has a term of one year, renewable at the discretion of the bank. At
     September 30, 2002, $385,000 is outstanding under this line of credit.
     Scanner believes that this line of credit, its existing working capital and
     anticipated cash flows from operations will be adequate to satisfy
     projected operating and capital requirements through March 2003.

     The Company issued $377,955, including $15,000 related to Southwest, of
     short term notes payable in the nine months ended September 30, 2002.

Item 3. Controls and Procedures

     Within the 90 days prior to the date of this report, the Company carried
     out an evaluation, under the supervision and with the participation of the
     Company's management, including the Company's Chief Executive Officer, who
     is also the Company's Chief Financial Officer, of the effectiveness of the
     design and operation of the Company's disclosure controls and procedures
     pursuant to Exchange Act Rule 13a-14. Based upon the evaluation, the Chief
     Executive Officer, who is also the Company's Chief Financial Officer,
     concluded that the Company's disclosure controls and procedures are
     effective. There were no significant changes in the Company's internal
     controls, or in other factors that could significantly affect these
     controls subsequent to the date of his evaluation.


PART II - OTHER INFORMATION

Item 1. Legal Proceedings

     None

Item 2. Changes in Securities

     Issuance of Common Stock and Warrants

     On July 31, 2002, Scanner Technologies Corporation (Scanner) was merged
     with and into Southwest Capital Corporation (Southwest). Pursuant to the
     Agreement and Plan of Reorganization covering the transaction, each of the
     7,568,196 shares of Scanner Common Stock outstanding at the time of the
     merger was converted into the right to receive 1.057 shares of the
     surviving company's common stock and a five-year warrant to purchase 0.2642
     shares of the surviving company's common stock. The warrants are
     exercisable immediately at an exercise price of $1.00 per share. As a
     result, during the quarter ended September 30, 2002, the surviving company
     issued an additional 7,999,600 shares of its Common Stock and warrants to
     purchase 1,999,559 shares of Common Stock. In connection with the merger,
     Southwest as the company surviving the merger changed its name to "Scanner
     Technologies Corporation."


                                       12



     At the time of the merger, Scanner had outstanding warrants to purchase
     225,000 shares of its Common Stock at $2.75 per share. At the time of the
     merger, these warrants were converted into warrants to purchase a total of
     59,445 units of the surviving company's securities at $10.80 per unit, each
     unit consisting of four shares of the surviving company's common stock and
     a five-year immediately exercisable warrant to purchase one share of the
     surviving company's common stock at $1.00 per share.

     The above securities were issued in reliance on the exemption from
     registration provided by Rule 506 of Regulation D promulgated under Section
     4(2) of the Securities Act of 1933. The certificates representing the
     securities bear a restrictive securities legend.

Item 3. Defaults Upon Senior Securities

     None.

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

     (a)  A special meeting of the Registrant's shareholders was held on
          Wednesday, July 31, 2002.

     (b)  At the special meeting, by a vote of 1,535,294 shares in favor, with
          1,001 shares against, 575 shares abstaining and no shares represented
          by broker non-votes, the shareholders approved the Agreement and Plan
          of Reorganization dated January 16, 2002, as amended on March 8, 2002,
          between Southwest Capital Corporation and Scanner Technologies
          Corporation, and the Plan of Merger included therein, pursuant to
          which Scanner Technologies Corporation was merged into Southwest
          Capital Corporation and Southwest's Articles of Incorporation were
          amended to increase the number of authorized shares of capital stock
          and change the name of Southwest to Scanner Technologies Corporation.

Item 5. Other Information

     None.

Item 6. Exhibits and Reports on Form 8-K

     Exhibits:

     See Exhibit Index on page following Certification Under Section 302 of
     Sarbanes-Oxley Act of 2002

     Reports on Form 8-K:

     The Company filed five reports on Form 8-K or 8-K/A during the quarter
     ended September 30, 2002. On July 31, 2002, a Current Report was filed on
     Form 8-K relating to the conversion ratio relating to its merger with
     Scanner Technologies Corporation. On August 14, 2002, a Current Report was
     filed on Form 8-K relating to certifications of financial statements under
     the Sabanes-Oxley Act of 2002. On August 15, 2002, a Current Report was
     filed on Form 8-K relating to change in control of the Registrant and
     changes in the officers and directors of the Registrant as a result of the
     merger with Scanner Technologies Corporation. On August 22, 2002, a Current
     Report was filed on Form 8-K relating to a change in independent
     accountants. On September 6, 2002, a Current Report was filed on Form 8-K/A
     relating to a required statement from the former independent accountants.


                                    SIGNATURE

     In accordance with the requirements of the Exchange Act, the registrant
     caused this report to be signed on its behalf by the undersigned, thereunto
     duly authorized.

                                                Scanner Technologies Corporation

                  DATE: November 13, 2002       By: /s/ Elwin M Beaty
                                                    -----------------
                                                    Elwin M. Beaty
                                                    Its Chief Executive Officer
                                                    and Chief Financial Officer


                                       13



        CERTIFICATION UNDER SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

     I, Elwin M. Beaty, the Chief Executive Officer and Chief Financial Officer
of Scanner Technologies Corporation, certify that:

     1.   I have reviewed this quarterly report on Form 10-QSB of Scanner
          Technologies Corporation;

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

     3.   Based on my knowledge, the financial statements, and other financial
          information included in this quarterly report, fairly present in all
          material respects the financial condition, results of operations and
          cash flows of the registrant as of, and for, the periods presented in
          this quarterly report.

     4.   The registrant's other certifying officers and I are responsible for
          the establishing and maintaining disclosure controls and procedures
          (as defined in Exchange Act Rules 13a-14 and 15d-14) for the
          registrant and have:

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

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

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

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

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

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

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


                                                By: /s/ Elwin M. Beaty
                                                    ------------------
                  Dated: November 13, 2002          Elwin M. Beaty
                                                    Chief Executive Officer and
                                                    Chief Financial Officer





                                  EXHIBIT INDEX

                        SCANNER TECHNOLOGIES CORPORATION

                FORM 10-QSB FOR QUARTER ENDED SEPTEMBER 30, 2002


       Exhibit Number        Description
       --------------        -----------

       3.1                   Amended and Restated Articles of Incorporation of
                             the Registrant--incorporated by reference to
                             Exhibit 2.3 to the Registrant's Current Report on
                             Form 8-K filed on August 15, 2002.

       3.2                   Amended and Restated Bylaws of the Registrant--
                             incorporated by reference to Exhibit 2.4 to the
                             Registrant's Current Report on Form 8-K filed on
                             August 15, 2002.

       10.1                  Employment Agreement dated January 1, 1991 between
                             the Registrant and Elwin M. Beaty.

       10.2                  License Agreement dated November 16, 1990 between
                             the Registrant, Elwin M. Beaty and Elaine E. Beaty.

       10.3                  Agreement dated April 19, 2002 among the
                             Registrant, Elwin M. Beaty and David P. Mork
                             relating to forgiveness of salary.

       10.4                  Lease Agreement between the Registrant and Carleton
                             Investors, L..L.C. relating to Registrant's Arizona
                             premises.

       11                    Statement Regarding Computation of Earnings Per
                             Share

       21                    Subsidiary of the Registrant

       99                    Certification Pursuant to Section 906 of the
                             Sarbanes-Oxley Act of 2002