American Metal & Technology, Inc. - Quarterly Report (10-Q)

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

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

For the quarterly period ended June 30, 2008

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

For the transition period from _____________ to ___________

Commission File Number 33-19048-NY

AMERICAN METAL & TECHNOLOGY, INC.

(Exact Name of Small Business Issuer as specified in its charter)

Delaware	22-2856171
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)

	633 W. 5 th Street, 28 th Floor Los Angeles, CA 90071
	(Address of principal executive offices) (Zip Code)

	Registrant's telephone number, including area code: (213) 223-2321

Indicate by check mark whether the Issuer:

(1) Has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports):

Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer	o	Accelerated Filer	o

Non-Accelerated Filer	o	Smaller Reporting Company	x

(2) Has been subject to such filing requirements for the past 90 days.

Yes x No o

10,402,687 shares of the registrant's Common Stock, $.0001 per share, were outstanding as of August 8, 2008.

AMERICAN METAL & TECHNOLOGY, INC.

TABLE OF CONTENTS

FORM 10-Q

	PART I FINANCIAL INFORMATION

Item Number		Page

Item 1.	Financial Statements	3

	Consolidated Balance Sheet as of June 30, 2008 (Unaudited)	3

	Consolidated Statements of Income and Other Comprehensive Income for the Three Months and Six Month Ended June 30, 2008 and 2007 (Unaudited)	4

	Consolidated Statements of Cash Flows for The Three Months and Six Months Ended June 30, 2008 and 2007 (Unaudited)	5

	Notes to Financial Statements	6 - 12

Item 2.	Management’s Discussion and Analysis of Financial Condition or Plan of Operation	13

Item 3.	Qualitative and Quantitative Disclosures About Market Risk	16

Item 4.	Controls and Procedures	17

	PART II OTHER INFORMATION	17

Item 1.	Legal Proceedings	17

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	17

Item 3.	Defaults upon Senior Securities	17

Item 4.	Submission of Matters to a Vote of Security Holders	17

Item 5.	Other Information	17

Item 6.	Exhibits and Reports on Form 8-K	17

	Signatures	18

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

AMERICAN METAL & TECHNOLOGY, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 2008 (UNAUDITED)

ASSETS
Current Assets
Cash and cash equivalents	$	6,260,629
Accounts receivable - net		2,605,028
Investment in marketable securities		109,939
Other receivables		109,749
Advances to suppliers		2,072,273
Inventories		588,542
Total Current Assets		11,746,160

Property, Plant And Equipment, net		4,470,851

Construction in Progress		114,295

Intangible Assets, net		707,139

Total Assets	$	17,038,446

LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities
Accounts payable	$	1,200,330
Accrued liabilities and other payables		96,041
Amount due to related parties		424,069
Unearned revenue		13,869

Total Current Liabilities		1,734,310

Minority Interests		324,006

Commitments		-

Shareholders' Equity
Common stocks; $0.0001 par value, 30,000,000 shares authorized, 10,402,687 shares issued and outstanding		1,040
Additional paid in capital		7,385,994
Deferred expense-warrants		(71,248	)
Statutory reserve		1,187,716
Accumulated other comprehensive income		1,816,586
Retained earnings		4,660,041

Total Stockholders' Equity		14,980,131

Total Liabilities and Shareholders' Equity	$	17,038,446

The accompanying notes are an integral part of the consolidated financial statements.

AMERICAN METAL & TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND OTHER COMPREHENSIVE INCOME
FOR THE THREE MONTH AND SIX MONTH PERIODS ENDED JUNE 30, 2008 AND 2007
(UNAUDITED)

	Three month periods ended						Six month periods ended
	June 30						June 30
	2008			2007			2008			2007

Net sales	$	5,086,839		$	2,410,578		$	9,983,353		$	4,472,075
Cost of goods sold		(3,307,693	)		(1,633,663	)		(6,744,813	)		(3,036,457	)
Gross profit		1,779,145			776,915			3,238,540			1,435,618
Operating expenses
Selling expenses		(14,459	)		(7,423	)		(30,717	)		(14,258	)
Operating and administrative expenses		(360,312	)		(278,503	)		(841,258	)		(540,074	)
Total operating expenses		(374,772	)		(285,926	)		(871,975	)		(554,332	)
Income from operations		1,404,374			490,989			2,366,565			881,285
Other income (expense)
Interest income		1,621			655			7,349			2,082
Gain on disposal of marketable securities		9,196			-			44,847			-
Other income (expense)		(12,351	)		(347	)		(11,310	)		(2,418	)
Total other income (expense)		(1,534	)		308			40,886			(336	)
Income before provision for income taxes and minority interest		1,402,840			491,297			2,407,451			880,950
Provision for income taxes		-			4,638			-			4,638
Income before minority interests		1,402,840			486,659			2,407,451			876,312
Minority interests		(700	)		(287	)		(13,285	)		132
Net income		1,403,540			486,946			2,420,736			876,179
Other comprehensive income
Unrealized loss from marketable securities		(11,733	)		-			(77,923	)		-
Foreign currency translation adjustment		353,051			101,079			900,417			192,372
Comprehensive income	$	1,744,859		$	588,025		$	3,243,231		$	1,068,551
Basic weighted average shares outstanding		10,402,687			8,432,323			10,402,687			8,041,191
Basic net earnings per share	$	0.13		$	0.06		$	0.23		$	0.11
Diluted weighted average shares outstanding		10,402,687			8,459,572			10,402,687			8,077,769
Diluted net earnings per share	$	0.13		$	0.06		$	0.23		$	0.11

The accompanying notes are an integral part of the consolidated financial statements.

AMERICAN METAL & TECHNOLOGY, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE SIX MONTH PERIODS ENDED JUNE 30, 2008 AND 2007
(UNAUDITED)
	2008			2007
Cash flows from operating activities:
Net Income	$	2,420,736		$	876,179
Adjustments to reconcile net income to
net cash provided by operating activities:
Minority interest		(13,285	)		132
Issuance of warrants for services		29,548			-
Gain on disposal of marketable securities		(44,847	)		-
Bad debt expenses		(62,139	)		-
Depreciation and amortization		175,781			116,446
(Increase)/decrease in assets:
Accounts receivable		(1,092,336	)		(712,149	)
Note receivable		-			(74,555	)
Other receivables		169,392			(42,244	)
Inventory		(6,023	)		(85,121	)
Advance to suppliers		(1,006,569	)		537,737
Prepaid expenses		-			139,282
Increase/(decrease) in liabilities:
Accounts payable		398,592			103,889
Other payable and accrued expenses		(13,857	)		(4,650	)
Unearned revenue		107			1,138

Net Cash Provided By Operating Activities		955,101			856,085

Cash flows from investing activities:
Additions to construction in progress		(73,811	)		-
Purchase of equipment and leasehold improvements		(1,017,774	)		(100,628	)

Net Cash Used in Investing Activities		(1,091,585	)		(100,628	)

Cash flows from financing activities:
Proceeds from advance payments		-			277,806
Purchase of marketable securities		(42,728	)		-
Proceeds from loans		25,000			28,865

Net Cash Provided By (Used in) Financing Activities		(17,728	)		306,671

Net Increase (decrease) in Cash and Cash Equivalents		(154,212	)		1,062,127

Effects of Exchange Rate Change in Cash		377,648			106,617

Cash and Cash Equivalents-Beginning Balance		6,037,193			787,444

Cash and Cash Equivalents-Ending Balance		6,260,629			1,956,188

Supplement disclosure of cash flow information:
Income taxes paid	$	-		$	4,638
Interest expenses paid	$	-		$	841
Non Cash Transaction:
Shares Due To Reorganization	$	-		$	27,416


The accompanying notes are an integral part of the consolidated financial statements.

AMERICAN METAL & TECHNOLOGY, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. Organization and description of business

On June 1, 2007, American Metal & Technology, Inc. formally changed its name from Murray United Development Corporation to American Metal & Technology, Inc.

The Company was incorporated on October 13, 1987 under the laws of the State of Delaware. It was organized to further develop and exploit commercially certain technology for a rotary internal combustion engine that would utilize alternative fuels. The patent and related rights to the use of the technology have been assigned to the Company. These rights were subsequently assigned pursuant to the terms of the Stock Purchase Agreement dated November 6, 2006 discussed below.

The Company entered into a Stock Purchase Agreement on November 6, 2006 (the "Agreement") with American Metal Technology Group, a Nevada corporation (“AMTG"), pursuant to which the Company acquired one hundred (100%) percent of AMTG's outstanding common stock from the AMTG Stockholders and AMTG became a wholly-owned subsidiary of the Company in a two step reverse takeover transaction on May 22, 2007. In connection with this transaction, and in addition to the 173,253,434 shares of common stock outstanding immediately prior to closing, the Company issued 1,213,295,563 shares to the stockholders and consultants of AMTG (1,142,388,273 shares to AMTG's former shareholders, including 20,000,000 shares of common stock issues to AMTG as investment upon completion of the due diligence period to the Agreement, and redistributed proportionally to AMTG's shareholders as of May 22, 2007, and 70,907,300 shares to AMTG's consultants). These shares represent more than eighty five (85%) of the Company's issued and outstanding shares of voting capital stock on a fully diluted basis, and therefore the former shareholders of AMTG and its consultants effectively have control of the Company. In addition, as a condition of the closing of the Agreement, the Company issued an additional 10,000,000 shares of common stock to a former officer and director of the Company in connection with the cancellation of all indebtedness to him, and his assumption of all liabilities and the assignment all assets of the Company immediately prior to closing. AMTG is now a wholly owned subsidiary of the Company.

The exchange of shares with AMTG has been accounted for as a reverse acquisition under the purchase method of accounting since the shareholders of AMTG obtained control of the consolidated entity. Accordingly, the merger of the two companies has been recorded as a recapitalization of AMTG, with AMTG being treated as the continuing entity. The historical financial statements presented herein are those of AMTG. The continuing company has retained December 31 as its fiscal year end.

Reflecting the change of ownership, the Company filed a Certificate of Amendment to its Certificate of Incorporation to change its name to American Metal & Technology, Inc., which became effective June 1, 2007.

The Company now through AMTG via its subsidiaries, Beijing Tong Yuan Heng Feng Technology Co., Ltd. and American Metal Technology (Lang Fang) Co., Ltd., is primarily in the business of manufacturing and sales of high-precision investment casting and metal fabrication products in the People's Republic of China (“ China ”) . The Company's production involves high-precision investment casting and machined products, including valves, pipe fittings, etc.

AMTG was incorporated on January 13, 2004 under the laws of the State of Nevada. On June 1, 2004, AMTG entered into an equity purchase agreement with Beijing Sande Technology (Holding) Co., Ltd. (“ BST”) to acquire 80% ownership of Beijing Tong Yuan Heng Feng Technology Co., Ltd. (“ BJTY”) . As a result, AMTG issued 7,200 shares of his pre-split common stock to BST in exchange for 80% ownership of BJTY. On August 2, 2004, AMTG incorporated American Metal Technology (Lang Fang) Co., Ltd. (“ AMLF”) in Hebei, China, for the purpose of expanding the production facility of BJTY. On August 8, 2004, AMTG and AMLF together entered into an equity purchase agreement with Beijing Sande Shang Mao Co., Ltd. (BSS ) for the remaining 20% of BJTY. As a result, AMTG which issued 1,800,000 shares of common stock, adjusted for a subsequent reverse stock split, to BSS and AMLF became the owner of 20% shareholder of BJTY. AMTG later acquired the 20% ownership of BJTY from AMLF and owns 100% of BJTY. On November 12, 2004, AMTG effectuated a forward split of all the outstanding shares of common stock on a 1,000 for 1 basis. On November 2005, AMTG sold 5% of BJTY to an unrelated party for $240,000.

On December 3, 2007, American Metal & Technology, Inc. (AMTI , "We, "Us, "Our" or the "Company" ) implemented a reverse stock split at the ratio of one (1) for one hundred fifty (150), such that stockholders received one (1) share of common stock of the Company for every one hundred fifty (150) shares of common stock held, with no change in the par value of shares of common stock.

The reverse stock split reduced the number of shares of Common Stock outstanding from approximately 1,560,374,357 shares to approximately 10,402,496 shares. In connection with the implementation of the reverse stock split, the board of directors and shareholders each approved by written consent as of November 15, 2007 to amend the Certificate of Incorporation (the "Amendment") of the Company to decrease the number of authorized shares from two billion (2,000,000,000) shares of common stock and one hundred million (100,000,000) shares of preferred stock to thirty million (30,000,000) shares of common stock and ten million (10,000,000) shares of preferred stock. The par value of the Company's stock remained at $.0001 per share for both the common and preferred shares.

On April 7, 2008, American Metal & Technology, Inc. announced it purchased an additional four CNC lathe machines during the first quarter ended March 31, 2008, bringing the total number of lathes to 60. All of the high-precision lathe machines are equal in size and capacity to the Company's existing 56 machines. Three of the machines were put into production during the first quarter, and the fourth was delivered and installed in April.

On May 20, 2008, American Metal & Technology, Inc.’s management presented at Brean Murray, Carret & Co.’s The All-Cap All-China Conference in New York City. The conference featured formal group presentations and one-on-one meetings with approximately 100 Chinese companies. The participating companies spanned the market cap spectrum from large-cap companies to private, “soon-to-be-listed” companies.

AMERICAN METAL & TECHNOLOGY, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

2. Summary of significant accounting policies

The accompanying unaudited financial statements of the Company have been prepared in accordance with generally accepted accounting principles for interim financial information. Accordingly, they do not include all of the information required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the interim periods are not necessarily indicative of the results for any future period. These statements should be read in conjunction with the Company's audited financial statements and notes thereto for the fiscal year ended December 31, 2007. The results of the six month period ended June 30, 2008 are not necessarily indicative of the results to be expected for the full fiscal year ending December 31, 2008.

Principles of consolidation

The consolidated financial statements of American Metal & Technology, Inc. reflect the activities of the following subsidiaries:

Subsidiaries		Percentage Of Ownership
American Metal Technology Group, (“AMTG") Co., Ltd.	U.S.	100	%
American Metal Technology (Lang Fang) Co., Ltd.	P.R.C.	100	%
Beijing Tong Yuan Heng Feng (Technology) Co., Ltd.	P.R.C.	95	%

The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. All significant inter-company transactions and accounts have been eliminated in the consolidation.

Use of estimates

The preparation of 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 of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the amount of revenues and expenses during the reporting periods. Management makes these estimates using the best information available at the time the estimates are made. However, actual results could differ materially from those results.

Accounts receivable

The Company's policy is to maintain reserves for potential credit losses for accounts receivable. Management reviews the composition of accounts receivable and analyzes historical bad debts, customer concentrations, customer credit worthiness, current economic trends and changes in customer payment patterns to evaluate the adequacy of these reserves. As of June 30, 2008, the Company had accounts receivable of $2,605,028, net of an allowance of $14,034.

Revenue recognition

The Company's revenue recognition policies are in compliance with Staff accounting bulletin (SAB) 104. Sales revenue is recognized at the date of shipment to customers when a formal arrangement exists, the price is fixed or determinable, the delivery is completed, no other significant obligations of the Company exist and collectibility is reasonably assured. Payments received before all of the relevant criteria for revenue recognition are satisfied are recorded as unearned revenue. Unearned revenue as of June 30, 2008 amounted to $13,869.

The Company's revenue consists of invoiced value of goods, net of a value-added tax (VAT). No product return or sales discount allowance is made as products delivered and accepted by customers are normally not returnable and sales discount is normally not granted after products are delivered.

Foreign currency translation

The reporting currency of the Company is the US dollar. The Company uses their local currency, Renminbi (RMB), as their functional currency. Results of operations and cash flow are translated at average exchange rates during the period, and assets and liabilities are translated at the unified exchange rate at the end of the period. Translation adjustments resulting from this process are included in accumulated other comprehensive income in the statement of shareholders' equity. Transaction gains and losses that arise from exchange rate fluctuations on transactions denominated in a currency other than the functional currency are included in the results of operations as incurred.

Translation adjustments resulting from this process are included in accumulated other comprehensive income in the consolidated statement of shareholders' equity. Accumulated other comprehensive income included unrealized loss from available for sale securities of $65,522 and translation adjustment of $1,882,108 as of June 30, 2008.

AMERICAN METAL & TECHNOLOGY, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

2. Summary of significant accounting policies - continued

Income taxes

The Company utilizes SFAS No. 109, "Accounting for Income Taxes," which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. At June 30, 2008 and 2007, there was no significant book to tax differences.

Local PRC Income Tax

The Company is governed by the Income Tax Law of the PRC concerning subsidiaries located in PRC. Under the Income Tax Laws of the PRC, Chinese enterprises are generally subject to an income tax at an effective rate of 33% (30% state income taxes plus 3% local income taxes) on income reported in the statutory financial statements after appropriate tax adjustments.

The Company does not have any significant deferred tax asset or liabilities in the PRC tax jurisdiction.

Beginning as of January 1, 2008, the new Enterprise Income Tax (EIT) law replaced the existing laws for Domestic Enterprises (DES) and Foreign Invested Enterprises (FIEs). The new standard EIT rate of 25% replaced the 33% rate previously applicable to both DES and FIEs. The Company evaluated the effect of the new EIT law on its financial position, and the two years tax exemption, three years 50% tax reduction tax holiday for production-oriented FIEs will be continued.

Segment reporting

Statement of Financial Accounting Standards No. 131 ("SFAS 131"), "Disclosure about Segments of an Enterprise and Related Information" requires use of the "management approach" model for segment reporting. The management approach model is based on the way a company's management organizes segments within the company for making operating decisions and assessing performance. Reportable segments are based on products and services, geography, legal structure, management structure, or any other manner in which management disaggregates a company.

SFAS No. 131 has no effect on the Company's consolidated financial statements as the Company operates in one reportable business segment - manufacture and marketing high-precision investment casting and metal fabrication products in China.

Recent accounting pronouncements

In December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in Consolidated Financial Statements”, which is an amendment of Accounting Research Bulletin (“ARB”) No. 51. This statement clarifies that a noncontrolling interest in a subsidiary is an ownership interest in the consolidated entity that should be reported as equity in the consolidated financial statements. This statement changes the way the consolidated income statement is presented, thus requiring consolidated net income to be reported at amounts that include the amounts attributable to both parent and the noncontrolling interest. This statement is effective for the fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2008. Based on current conditions, the Company does not expect the adoption of SFAS 160 to have a significant impact on its results of operations or financial position.

In December 2007, the FASB issued SFAS No. 141 (revised 2007), “Business Combinations.” This statement replaces FASB Statement No. 141, “Business Combinations.” This statement retains the fundamental requirements in SFAS 141 that the acquisition method of accounting (which SFAS 141 called the purchase method) be used for all business combinations and for an acquirer to be identified for each business combination. This statement defines the acquirer as the entity that obtains control of one or more businesses in the business combination and establishes the acquisition date as the date that the acquirer achieves control. This statement requires an acquirer to recognize the assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree at the acquisition date, measured at their fair values as of that date, with limited exceptions specified in the statement. This statement applies prospectively to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008. The Company does not expect the adoption of SFAS 160 to have a significant impact on its results of operations or financial position.

In March, 2008, the FASB issued FASB Statement No. 161, “Disclosures about Derivative Instruments and Hedging Activities”. The new standard is intended to improve financial reporting about derivative instruments and hedging activities by requiring enhanced disclosures to enable investors to better understand their effects on an entity’s financial position, financial performance, and cash flows. It is effective for financial statements issued for fiscal years and interim periods beginning after November 15, 2008, with early application encouraged. The new standard also improves transparency about the location and amounts of derivative instruments in an entity’s financial statements; how derivative instruments and related hedged items are accounted for under Statement 133; and how derivative instruments and related hedged items affect its financial position, financial performance, and cash flows.

AMERICAN METAL & TECHNOLOGY, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

2. Summary of significant accounting policies - continued

FASB Statement No. 161 achieves these improvements by requiring disclosure of the fair values of derivative instruments and their gains and losses in a tabular format. It also provides more information about an entity’s liquidity by requiring disclosure of derivative features that are credit risk–related. Finally, it requires cross-referencing within footnotes to enable financial statement users to locate important information. Based on current conditions, the Company does not expect the adoption of SFAS 161 to have a significant impact on its results of operations or financial position.

In May 2008, FSAB issued SFASB No.162, The Hierarchy of Generally Accepted Accounting Principles. The pronouncement mandates that the GAAP hierarchy should reside in the accounting literature as opposed to the audit literature. This has the practical impact of elevating FASB Statements of Financial Accounting Concepts in the GAAP hierarchy. This pronouncement will become effective 60 days following SEC approval. The company does not believe this pronouncement will impact its financial statements.

In May 2008, FASB issued SFASB No. 163, Accounting for Financial Guarantee Insurance Contracts-an interpretation of FASB Statement No. 60. The scope of the statement is limited to financial guarantee insurance (and reinsurance) contracts. The pronouncement is effective for fiscal years beginning after December 31, 2008. The company does not believe this pronouncement will impact its financial statements.

3. Marketable Securities

The Company’s securities are classified as available-for-sale and, as such, are carried at fair value. The securities are comprised of shares of common stock of third party customers and securities purchased. Securities classified as available-for-sale may be sold in response to changes in interest rates, liquidity needs, and for other purposes. The Company does not currently have any held-to-maturity or trading securities.

Unrealized holding gains and losses for available-for-sale securities are excluded from earnings and reported as a separate component of stockholder’s equity. Realized gains and losses for securities classified as available-for-sale are reported in earnings based upon the adjusted cost of the specific security sold.

Marketable securities classified as available for sale consisted of the following as of June 30, 2008:

Marketable Securities	Cost		Market Value at June 30, 2008		Unrealized loss for the six month period ended June 30, 2008		Accumulated Unrealized Loss

Various	$	175,461	$	109,939	$	77,923	$65,522

As of June 30, 2008, the Company evaluated its marketable securities holdings by valuing the securities according to the quoted price of the securities on the applicable stock exchange.

4. Other receivables

Other receivables of $109,749 comprised of notes receivable of $58,317 and other receivable amounting $51,432 as of June 30, 2008. Both are due from an unrelated party, due on demand, unsecured, and interest free.

5. Inventories

Inventories consisted of the followings at June 30, 2008:

	2008
Supplies and raw materials		440,064
Work in process		90,984
Finished goods		57,494
Totals		588,542

6. Property, Plant and Equipment

Property, Plant and Equipment consist of the following at June 30, 2008:


Building and improvements			976,074
Vehicle			113,810
Machinery and equipments			4,255,670
Totals			5,345,554
Less: accumulated depreciation			874,703
			4,470,851

Depreciation expenses for the six month period ended June 30, 2008 and 2007 were $147,618 and $98,905, respectively.

AMERICAN METAL & TECHNOLOGY, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

7. Intangible assets

The intangible assets comprised of following at June 30, 2008:

Land use right, net			612,751
Permits, net			94,388
Total			707,139

Land use right:

Per the People's Republic of China's governmental regulations, the Government owns all land. However, the government grants the user a “land use right” (the Right) to use the land. The Company has recognized the amounts paid for the acquisition of rights to use land as an intangible asset and amortized over a period of fifty years.

American Metal Technology (Lang Fang) Co., Ltd. acquired land use rights during the year ended 2004 for a total amount of $662,434. The land use right is for fifty years. The intangible assets consist of the following as of June 30, 2008:

	2008
Intangible assets		662,434
Less: accumulated amortization		49,683
		612,751

Permits:

Permits amounted to $94,388 as of June 30, 2008 and are amortized over 5 years:

	2008
Prepaid expenses	$	195,285
Less: accumulated amortization		100,897
	$	94,388

Intangible assets of the Company are reviewed annually as to whether their carrying value has become impaired. The Company considers assets to be impaired if the carrying value exceeds the future projected cash flows from related operations. The Company also re-evaluates the periods of amortization to determine whether subsequent events and circumstances warrant revised estimates of useful lives. As of June 30, 2008 the Company expects these assets to be fully recoverable.

Total amortization expenses for the six month period ended June, 2008 and 2007 amounted to $28,163 and $17,541 respectively. Amortization expenses for next five years after June 30, 2008 are as follows:

1 year after June 30, 2008	$	52,000
2 year after June 30, 2008		52,000
3 year after June 30, 2008		29,000
4 year after June 30, 2008		13,000
5 year after June 30, 2008		13,000
Total	$	159,000

8. Other payable and accrued expenses

Other payable and accrued expenses amounted to $96,041 as of June 30, 2008. Other payable and accrued expenses include taxes payables of $40,520 and other accrued expenses of $55,521.

9. Due to related parties

Due to related parties amounted to $424,069 as of June 30, 2008. Due to related parties includes $423,469 due to an entity, 33% of which is owned by Mr. Gao, our President and CEO and $600 due to Mr. Gao. Due to related parties payable are due on demand, interest free, and unsecured.

10. Stockholders’ equity

Additional paid in capital

The local government in Lang Fang required the Company’s subsidiary American Metal Technology (Lang Fang) Co., Ltd, to increase its investments in Lang Fang with respect to its 2 nd phase construction. On May 8, 2008, the Board of Directors authorized the transfer of $2,245,981 from the Company’s Retained Earnings to Paid in Capital.

AMERICAN METAL & TECHNOLOGY, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

10. Stockholders’ equity - continued

Statutory reserve

As stipulated by the Company Law of the People's Republic of China (PRC), net income after taxation can only be distributed as dividends after appropriation has been made for the following:

Making up cumulative prior years' losses, if any;

ii)

Allocations to the "Statutory surplus reserve" of at least 10% of income after tax, as determined under PRC accounting rules and regulations, until the fund amounts to 50% of the Company's registered capital;

iii)

Allocations of 5-10% of income after tax, as determined under PRC accounting rules and regulations, to the Company's "Statutory common welfare fund", which is established for the purpose of providing employee facilities and other collective benefits to the Company's employees; and Statutory common welfare fund is no longer required per the new cooperation law executed in 2006.

iv)

Allocations to the discretionary surplus reserve, if approved in the shareholders' general meeting.

In accordance with the Chinese Company Law, the Company has allocated 10% of its net income to surplus. The amount allocated to the surplus reserve amounted to $275,697 and $244,286 for the six months ended June 30, 2008 and 2007, respectively.

11. Options and warrants

Stock Options

In April 2002 the Company issued options to purchase 40,000 shares of common stock at $3.00 per share. The options were issued to an employee under a non qualified option plan. As of April, 2007, all options have expired. No options were issued during the six month period ended June 30, 2008. The following table summarizes the options outstanding as of June 30, 2008:

	Options Outstanding		Weighted Average Exercise Price		Aggregate Intrinsic Value
Outstanding, January 1, 2007		40,000	$	3.00	$	-
Reclassified from warrants		-		-		-
Granted		-		-		-
Forfeited/Canceled		40,000		-		-
Exercised		-		-		-
Outstanding, December 31, 2007		-	$	-	$	-
Reclassified from warrants		-		-		-
Granted		-		-		-
Forfeited/Canceled		-		-		-
Exercised		-		-		-
Outstanding, June 30, 2008		-	$	-	$	-

Warrants

As a result of the exercise and expiration of warrants, the Company has no Class A and Class B warrants as of December 31, 2007. 99,320 Class B warrants, and 3,333 underwriter's B warrants expired on March 12, 2007.

On March 15, 2008, the Company issued to CCG Investor Relations Partners LLC warrants to purchase 50,000 shares to assist the Company in the execution of its investor relations strategy.

The following table summarizes the warrants outstanding as of June 30, 2008:

	Warrants outstanding		Weighted Average Exercise Price		Aggregate Intrinsic Value
Outstanding, January 1, 2007		102,653	$	0.15	$	-
Transferred to options		-		-		-
Granted		-		-		-
Forfeited/Canceled (March 12, 2007)		102,653	$	0.15		-
Exercised		-		-		-
Outstanding, December 31, 2007		-	$	-	$	-
Transferred to options		-		-		-
Granted (3/15/2008)		50,000	$	5	$	-
Forfeited/Canceled		-	$	-		-
Exercised		-		-		-
Outstanding, June 30, 2008		50,000	$	5	$	-

The weighted average remaining contractual life of warrants outstanding is 3.75 years as of June 30, 2008.

AMERICAN METAL & TECHNOLOGY, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

12. Current vulnerability due to certain concentrations

BJTY and AMLF’s operations are all carried out in the PRC. Accordingly, the Company’s business, financial condition and results of operations may be influenced by the political, economic and legal environments in the PRC, and by the general state of the PRC's economy.

The Company’s operations in the PRC are subject to specific considerations and significant risks not typically associated with companies in North America and Western Europe. These include risks associated with, among others, the political, economic and legal environments and foreign currency exchange. The Company's results may be adversely affected by changes in governmental policies with respect to laws and regulations, anti-inflationary measures, currency conversion and remittance abroad, and rates and methods of taxation, among other things.

Major customers and major vendors

Two major customers accounted for 81% of the net revenue for the six months ended June 30, 2008. The Company had $2,358,636 accounts receivable from those customers as of June 30, 2008.

Mr. Gao, our President and Chief Executive Officer and a Director, and Xin Yaun Yuan, our Secretary and a Director, own a 35% and 21.6% interest, respectively, in a Chinese corporation, which, in turn, owns a 20% interest in the Company’s largest customer, which accounts for in excess of 50% of the net revenue for the six months ended June 30, 2008. The remaining 80% interest in such customer is owned by a non-affiliated entity in which Mr. Gao or Ms. Yuan have no interest.

Three vendors provided 56% of the Company’s purchase of raw materials for the six months ended June 30, 2008. The Company had $675,330 accounts payable to those vendors as of June 30, 2008.

The Company extends credit to its customers based upon its assessment of their credit worthiness and generally does not require collateral. Credit losses have not been significant.

13. Commitments

Consulting agreements:

On March 15, 2008, the Company signed a letter of engagement with CCG Investor Relations Partners LLC. According to the terms of the letter of engagement, CCG agreed to assist the Company in the execution of its investor relations strategy. The agreement was for a twelve-month period and the Company agreed to pay $7,000 per month to CCG and issue warrants to purchase 50,000 shares of the Company's common stock at an exercise price of $5 per share. These warrants were recorded at the fair value of $100,796 based on 70% volatility, 4.12% discount rate and 0% annual rate of quarterly dividends. The Company has been expensing the fair value of these warrants over the term of the agreement.

During the quarter ended June 30, 2008, the Company expensed $29,548 and deferred $71,248 in the consolidated financial statements.

14. Minority interest

The amount of $324,006 as of June 30, 2008, represents the 5% shareholder interest in BJTY.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION .

The following discussion and analysis provides information which we believe is relevant to an assessment and understanding of our results of operations and financial condition. This discussion should be read in conjunction with the financial statements and notes thereto appearing elsewhere in this Form 10-Q.

Statements in this Form 10-Q which are not statements of historical or current fact constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other unknown factors that could cause our actual results to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. In addition to statements that explicitly describe such risks and uncertainties, readers are urged to consider statements labeled with the terms "believes," "belief," "intends," "anticipates" or "plans" to be uncertain and forward-looking. The forward-looking statements contained herein are also subject generally to other risks and uncertainties that are described from time to time in our reports filed with the Securities and Exchange Commission.

Critical Accounting Policies and Estimates

The preparation of financial statements and related disclosures in conformity with U.S. generally accepted accounting principles and the Company's discussion and analysis of its financial condition and operating results require the Company's management to make judgments, assumptions, and estimates that affect the amounts reported in its consolidated financial statements and accompanying notes. Note 2 "Summary of Significant Accounting Policies" of Notes to Consolidated Financial Statements in this Form 10-Q describes the significant accounting policies and methods used in the preparation of the Company's consolidated financial statements. Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results may differ from these estimates and such differences may be material.

Management believes the Company's critical accounting policies and estimates are those related to revenue recognition, allowance for doubtful accounts, inventory valuation, impairment of long-lived assets, foreign currency translation and income taxes. Management considers these critical policies because they are both important to the portrayal of the Company's financial condition and operating results, and they require management to make judgments and estimates about inherently uncertain matters. The Company's senior management has reviewed these critical accounting policies and related disclosures with the Company's Board of Directors.

Revenue recognition

Allowance for doubtful accounts

The Company's policy is to maintain reserves for potential credit losses for accounts receivable. Management reviews the composition of accounts receivable and analyzes historical bad debts, customer concentrations, customer credit worthiness, current economic trends and changes in customer payment patterns to evaluate the adequacy of these reserves. As of June 30, 2008, the Company had net accounts receivable of $2,605,028, net of an allowance of $14,034

Inventory valuation

Inventories are valued at the lower of cost or market value using weighted average method. Management compares the cost of inventory with the market value and an allowance is made for writing down the inventory to its market value, if lower.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION. - continued

Impairment of long-lived assets

The Company applies the provisions of Statement of Financial Accounting Standard No. 144, "Accounting for the Impairment or Disposal of Long-Lived Assets" ( "FAS No. 144" ), issued by the Financial Accounting Standards Board ( "FASB" ). FAS No. 144 requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Whenever any such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value.

The Company tests long-lived assets, including property, plant and equipment and intangible assets subject to periodic amortization, for recoverability at least annually or more frequently upon the occurrence of an event or when circumstances indicate that the net carrying amount is greater than its fair value. Assets are grouped and evaluated at the lowest level for their identifiable cash flows that are largely independent of the cash flows of other groups of assets. The Company considers historical performance and future estimated results in its evaluation of potential impairment and then compares the carrying amount of the asset to the future estimated cash flows expected to result from the use of the asset. If the carrying amount of the asset exceeds estimated expected undiscounted future cash flows, the Company measures the amount of impairment by comparing the carrying amount of the asset to its fair value. The estimation of fair value is generally measured by discounting expected future cash flows as the rate the Company utilizes to evaluate potential investments. The Company estimates fair value based on the information available in making whatever estimates, judgments and projections are considered necessary. There was no impairment of long-lived assets for the three months or six months ended June 30, 2008 and June 30, 2007.

Foreign currency translation

Translation adjustments resulting from this process are included in accumulated other comprehensive income in the consolidated statement of shareholders' equity included unrealized loss from available for sale securities of $65,522 and translation adjustment of $1,882,108 as of June 30, 2008.

Income taxes

RESULTS OF OPERATIONS

We design and manufacture high-precision casting and machined parts based on blueprints supplied by our customers. To set ourselves apart from our competition, we streamline the production cycle by providing a one stop solution to include all three integral process in making high precision parts, which are molding design and fabrication, high precision investment casting and the CNC machining process. Our products are almost exclusively component parts for use in final products. Those final products which are either assembled or manufactured outside China or are manufactured and assembled in China and exported to foreign markets. We have a dedicated management team with over fifty years of combined experience in the casting and metal fabrication industries. As of June 30, 2008, we have 327 full time employees. Our primary focus during 2008 has been to increase demand for our castings and machined parts outside China, and we experienced significant growth in existing and new markets with existing and new customers. We believe there is substantial additional demand for our products and services.

In addition to the 53,819 square foot manufacturing facility in Hebei, China utilized by our subsidiary corporations, we also rent an office in Beijing, China, which is utilized by Mr. Gao and his assistants with respect to international marketing and development of the Company.

To capitalize on the increased demand for our products, we have undertaken significant capital expansion and capital improvement efforts, utilizing most of the net proceeds received from our equity financing in 2007 to expand and enhance our manufacturing capabilities. Specifically, we have a phased plan to expand our capacity. By the end of first quarter ended March 31, 2008, we completed the first phase of the expansion plan. Phase one entailed a 53,819 square foot manufacturing space, 5 turning centers and 60 CNC Mazak Lathe, 10 of which were delivered and became operational in the three months ended December 31, 2007, 9 of which were delivered and became operational in the three months ended of March 31, 2008 and the last of which became operational on or about April 1, 2008.

In March 2008, we announced we are planning to invest $3 million to build additional facilities at our Langfang manufacturing center. The new facilities mark the second phase of a three-phase plan to transform the Company’s capacity and capabilities for the foreseeable future. This second phase of our three-phase expansion plan will add two buildings totaling 71,041 square feet of manufacturing space (a two story building) and 47,361 square feet for dormitory space (a five story building), increasing annual capacity for molding design and fabrication by 100%, casting products by 50% to 3,600 tons from 2,400 tons and CNC lathe capacity by 25%. Construction is due to be completed in December 2008, with full production beginning in January 2009.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION. - continued

Revenue

Revenue for the three months ended June 30, 2008 was $5,086,839 an increase of 111% as compared to $2,410,578 for the three months ended June 30, 2007. Gross profit for the three months ended June 30, 2008, was $1,779,145, or 34.98% of revenues, compared to $776,915, or 32.23% of revenues, for the same period in 2007.

Revenue for the six months ended June 30, 2008 was $9,983,353 an increase of 123% as compared to $4,472,075 for the six months ended June 30, 2007. Gross profit for the six months ended June 30, 2008, was $3,238,540, or 32.44% of revenues, compared to $1,435,618, or 32.10% of revenues, for the same period in 2007.

The increase in revenue was due to several factors, including, but not limited to, greater production output as a result of increased capacity, effective management to maximize the production capacity of our machinery, and price increases that were imposed as a result of an overall rise in commodity prices that was in turn passed on to our customers. In particular, since June 30, 2007, we have purchased and installed an additional 20 CNC MAZAK lathes, (bringing our total to 60 lathes), including 1 machine installed in April 2008. The additional machines increased our production capacity and accordingly, will increase revenues based upon orders which we were previously unable to fill. With continued efforts in implementing our business plan to expand market share, we were able to fully utilize the new production capacity with new orders and customers. We estimate that approximately 50% of our increase in revenues is related to our increase in machine capacity. In addition, our management, after a careful and thorough study of our production methods, made several changes to improve our production and efficiency. For example, we increased the turning speed of the blade in our lathe machines in order to produce more products within same time frame, and, whereas previously we employed one quality inspector for every two machines, where required we now allocate one inspector per machine. Both of these changes provide us with greater utilization of our machinery. We estimate that approximately 20% of our increase in revenue is related to such effective management to maximize our production capacity. Finally, our revenues increased as a result of pricing changes related to the overall cost of commodities which we utilize. We passed this price increase onto our customers. We estimate that the remainder of our increase in revenue and gross profit, or approximately 30%, is related to fluctuations in commodity prices.

Expenses from Operations

Total expenses, comprised mostly of general and administrative expenses were approximately $374,772 for the three month period ended June 30, 2008, a net increase of $88,846 compared to $285,926 for the three month period ended June 30, 2007.

Total expenses, comprised mostly of general and administrative expenses were approximately $871,975 for the six month period ended June 30, 2008, a net increase of $317,643 compared to $554,332 for the six month period ended June 30, 2007.

The increase in operating expenses for the three month and six month periods ended June 30, 2008 was mainly due to increased depreciation and amortization cost from the new MAZAK lathes we purchased in 2007 and during the six months ended June, 2008 and an increase in our workforce to operate the new machines.

Interest Income and Expense

Net interest income for the three months ended June 30, 2008 was $1,621 as compared to net interest income of $655 for the three months ended June 30, 2007.

Net interest income for the six months ended June 30, 2008 was $7,349 as compared to net interest income of $2,082 for the six months ended June 30, 2007

This increase is primarily due to the increase in our cash and cash equivalents.

Other Income (Expense)

Other income for the three months ended June 30, 2008 was $(12,351) as compared to other expense of $(347) for the three months ended June 30, 2007.

Other income for the six months ended June 30, 2008 was $(11,310) as compared to other expense of $(2,418) for the six months ended June 30, 2007.

Net Income

We had net income of $1,403,540 for the three months ended June 30, 2008 an increase of 188% as compared to net income of $486,946 for the three months ended June 30, 2007.

We had net income of $2,420,736 for the six months ended June 30, 2008, an increase of 176% as compared to net income of $876,179 for the six months ended June 30, 2008

The increase was mainly due to an increase in revenue which increased 111% and 123% compared with the three months and six months ended June 30, 2007, respectively, and an increase in gross profit which increased 129% and 125% compared with the three months and six months ended June 30, 2007, respectively.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION OR PLAN OF OPERATION. - continued

LIQUIDITY AND CAPITAL RESOURCES

Our cash and cash equivalents were $6,260,629 on June, 2008. We met our liquidity needs through the revenue derived pursuant to the sale of our precision metal castings and electronic circuit boards manufactured at facilities controlled by our subsidiary corporations in the People’s Republic of China, and the issuance of shares during the full year ended 2007 of our common stock for cash.

Ultimately, our success is dependent upon our ability to generate revenues from the sale of precision metal casting and electronic circuit boards manufactured in facilities located in the People’s Republic of China.

During the six month period ended June 30, 2008, net cash provided by operating activities was $955,101, and net cash provided from financing activities was $(17,728).

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

Material Commitments

On March 15, 2008, we signed a letter of engagement with CCG Investor Relations Partners LLC. According to the terms of the letter of engagement, CCG agreed to assist us in the execution of its investor relations strategy. The agreement was for a twelve-month period and we agreed to pay $7,000 per month to CCG and issue warrants purchasing 50,000 shares of our common stock at an exercise price of $5 per share.

Purchase of Significant Equipmen t

The Company is currently executing a phased plan for growth. The first phase of the plan is now complete and the second phase is in process. We anticipate that the second phase will be complete sometime during the last quarter of 2008 or the first quarter 2009. We contemplate during this second phase the purchase of both machinery and equipment over the next 12 months and may include specialized casting equipment, CNC turning centers and additional CNC lathe machines. Ultimately however, any additional machinery we purchase shall be based upon the current and projected needs at the time of purchase. At this stage the Company contemplates spending approximately $3 million for construction for the phased growth, and between approximately $0.5 and $1 million for additional machinery and equipment.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

As of June 30, 2008 we have investments of $109,939 in marketable securities. During the three months and six months ended June 30, 2008, we recorded a gain of $9,196 and $44,847 on such securities. Although these investments represent less than one (1%) percent of our total assets, and, accordingly, do no represent a significant component of our assets, there can be no assurance that there will not be significant fluctuations in the equity markets that reduce the value of these investments including, but not limited to, a total loss of the value of these investments.

We require substantial amounts of raw materials in our operations, including metals and energy. We purchase all of our raw materials from outside sources, and our metals purchases are from a select group of suppliers. As a result, our purchases of metals are concentrated with a few suppliers and any interruptions in their ability to supply these materials could have a material adverse effect on our financial position, results of operations and/or cash flows. The availability and price of raw materials may also be subject to shortages in supply, suppliers’ allocations to other purchasers, and interruptions in production by suppliers (including by reason of labor strikes or work stoppages at our suppliers’ plants). In addition, although we are subject to changes in exchange rates and worldwide price levels of raw materials, our contracts with our suppliers provide that we are not responsible for any 3-5% increase in commodity prices, including price increases resulting from currency fluctuations. Our management has in the past and intends in the future to pass any additional increases in price to our customers.

Our subsidiary corporations in the People’s Republic of China conduct business in the local currency and therefore, we are exposed to foreign currency exchange risk resulting from fluctuations in foreign currencies. This risk could adversely impact our results and financial condition. We believe our current exposure to fluctuations in foreign currency exchange rates is immaterial, based upon the aforementioned provisions with respect to price increases found in our contracts with our suppliers. We have not entered into any foreign currency exchange and option contracts to reduce our exposure to foreign currency exchange risk and the corresponding variability in operating results as a result of fluctuations in foreign currency exchange rates.

ITEM 4. CONTROLS AND PROCEDURES

Our principal executive and financial officers, after evaluating the effectiveness of our “disclosure controls and procedures” (as defined in the Securities Exchange Act of 1934 Rules 13a-15(e) as of the most recently completed quarter, have concluded that as of the end of the most recently completed quarter, our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act (i) is accumulated and communicated to our management, including our Chief Executive Officer, as appropriate to allow timely decisions regarding required disclosure, and (ii) is recorded, processed, summarized and reported within the time periods specified in the Commission’s rules and forms.

There have been no changes in our internal controls or in other factors that could affect these controls during or subsequent to the end of the most recently completed quarter.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

We know of no material, existing or pending legal proceedings against our company, nor are we involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS. - None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES - None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS - None.

ITEM 5. OTHER INFORMATION. - None

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

(A) Exhibits

Exhibit Number	Description

31	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(B) Reports on Form 8-K

(1)	Filed April 7, 2008, the Company announced the purchase of an additional 4 CNC lathe machines
(2)	Filed on May 12, 2008, the Company announced it financial results for the first quarter ended March 31, 2008
(3)	Filed July 22, 2008, the Company announced preliminary financial results for the second quarter ended June 30, 2008

SIGNATURES

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.