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

                                   FORM 10-QSB/A

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

       For the quarterly period ended December 31, 2003

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

       For the transition period from ________________ to _________________

                         Commission file number 0-28555

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

                NEVADA                                   86-0960464
     -----------------------------               ----------------------------
     (State or other jurisdiction of           (IRS Employer Identification No.)
     incorporation or organization)

                   41667 Yosemite Pines Dr., Oakhurst CA 93644
  -----------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (559) 692-2474
  -----------------------------------------------------------------------------
                           (Issuer's telephone number)



  -----------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)


                      APPLICABLE ONLY TO CORPORATE ISSUERS
State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 4,919,422 Common Shares $0.001 par
value as of December 31, 2003

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


<PAGE>


                         PART I -- FINANCIAL INFORMATION

Item 1.  Financial Statements.

The information required by Item 310(b) of Regulation S-B is attached hereto as
Exhibit One.

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

THE FOLLOWING DISCUSSION OF THE FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF
THE COMPANY SHOULD BE READ IN CONJUNCTION WITH THE FINANCIAL STATEMENTS AND
NOTES THERETO INCLUDED ELSEWHERE IN THIS REPORT.

THIS DISCUSSION CONTAINS FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS AND
UNCERTAINTIES, AND THE COMPANY'S ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE
ANTICIPATED IN THESE FORWARD-LOOKING STATEMENTS AS A RESULT OF CERTAIN FACTORS,
INCLUDING, BUT NOT LIMITED TO COMPETITION AND OVERALL MARKET AND ECONOMIC
CONDITIONS.

RESULTS OF CONTINUING OPERATIONS

The Company generated $612,172 of revenue, $35,233 of net earnings from
continuing operations and $0.01 in earnings per weighted-average common share
from continuing operations for the three months ended December 31, 2003.

For total operations, net income for the three months ended December 31, 2003,
was $35,233 or $0.01 in earnings per weighted-average common share compared with
net income of $82,110 or $0.02 in earnings per fully diluted common share for
the three months ended December 31, 2002.

                                                          Three Months Ended
                                                              December 31
                                                      --------------------------
                                                           2003          2002
                                                      ------------- ------------

                    Revenue                               $612,172     $543,966

                    Cost                                   371,056      221,810
                                                           -------      -------

                    Gross profit                          $241,116     $322,156
                                                          ========     ========

                    Gross profit margin                        39%           59%

                    Income from
                    continuing operations                 $ 35,233     $ 82,110
                                                          ========     ========
                    Earnings per share per
                    share of common stock                 $   0.01     $   0.02
                                                          ========     ========

Revenue for the three months ended December 31, 2003, increased $68,206 from the
same period last year. Cost of revenue for the three months ended December 31,
2003, increased $149,246 from the same period last year. Management attributes
the increase in cost of revenue for the current period to the discontinuation of
operations in the Washington D.C. area.

Earnings per weighted-average common share was $0.01 for the three months ended
December 31, 2003 based on weighted-average common shares outstanding of
4,419,422, and earnings per fully diluted common share was $0.02 for the three
months ended December 31, 2002 based upon fully diluted common shares
outstanding of 3,919,422.

The Company's primary source of revenue is its mortgage business. In late summer
of 2003, the Company determined to discontinue its mortgage business operations
in the Washington D.C. metropolitan area due to increasing cost of revenue,
increasing operating expenses and decreasing revenues. The Company determined
that the increased costs and decreasing revenues were a direct consequence of
lack of senior management oversight. The Company determined to move its mortgage
business to California's Central Valley for two reasons; the California Central
Valley is the fastest growing housing market in California, and senior
management is located in central California. To facilitate the move to Central
California, the Company acquired Yosemite Mortgage Brokers, Inc. The Company
expects increases in revenue from its mortgage business in the year ending
September 30, 2004. The company also expects to expand the energy side of the
business.

                          PART II -- OTHER INFORMATION

Item 1.  Legal Proceedings.

There are no pending or threatened legal proceedings against the Company or any
of its subsidiaries.

Item 2.  Changes in Securities.

In November 2003, the Company issued 1,000,000 shares of common stock. The stock
was an additional payment on the Wind Farm. The company charged additional
paid-in capitol.

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.

INDEX TO EXHIBITS.

EXHIBIT
NUMBER           DESCRIPTION OF DOCUMENT

    1            VOLT INC AND SUBSIDIARIES FINANCIAL STATEMENTS
    33.01        Section 302 Certification

No Forms 8-K were filed during the quarter for which this report is filed.



<PAGE>


                                   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.

                                                     VOLT INC.
                                                     (Registrant)

Date February  23, 2004                              /s/Denis C. Tseklenis
                                                     Denis Costa Tseklenis
                                                     Chief Executive Officer
                                                     Chairman of the Board




<PAGE>
EXHIBIT 1


                           VOLT INC. AND SUBSIDIARIES

              INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED):


BALANCE SHEETS AS OF DECEMBER 31, 2003 (UNAUDITED)
    AND SEPTEMBER 30, 2003 (AUDITED)

STATEMENTS OF INCOME FOR THE THREE MONTHS ENDED
    DECEMBER 31, 2003 AND 2002 (UNAUDITED)

STATEMENTS OF CASH FLOWS FOR THREE MONTHS ENDED
    DECEMBER 31, 2003 AND 2002 (UNAUDITED)


NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

<PAGE>


                           VOLT INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
         DECEMBER 31, 2003 (UNAUDITED) AND SEPTEMBER 30, 2003 (AUDITED)

                                     ASSETS

                                                   (Unaudited)      (Audited)
                                                   December 31,    September 30,
                                                      2003             2003
                                                   ------------    -------------
Current Assets:
  Cash and cash equivalents                        $ 243,947           $249,993
  Commissions receivable                              86,000             30,022
  Prepaid expenses and other assets                    2,000              2,000
                                                   ------------    -------------
                        Total Current Assets         231,947            282,015

Property and equipment,net                         5,799,645          5,806,927

Other Assets:
  Goodwill                                         3,031,840          3,031,840
  Advances receivable                                342,826            347,326
                                                    -----------    -------------
                        Total Other Assets         3,374,666          3,379,166
                                                    -----------    -------------
                        Total Assets              $9,506,258         $9,468,108
                                                   ===========     ============

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

<PAGE>
                           VOLT INC. AND SUBSIDIARIES
                CONDENSED CONSOLIDATED BALANCE SHEETS (CONTINUED)
         DECEMBER 31, 2003 (UNAUDITED) AND SEPTEMBER 30, 2003 (AUDITED)

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)


                                              (Unaudited)          (Audited)
                                               December 31,      September 30,
                                                 2003                2003
                                              --------------     ---------------
Current Liabilities:
  Accounts payable                             $ 26,580         $  51,663
                                              --------------     ---------------
                Total Current Liabilities        26,580            51,663

Commitments and Contingencies

Stockholders' Equity (Deficit):
  Class A Preferred Stock, $.001 par value,
  10,000,000 shares authorized at December
  31,2003 and September 30, 2003, repectively,
  and 1,000,000 issued and outstanding at
  December 31, 2003 and September 30, 2003,
  respectively                                    1,000             1,000

  Class B Prefered Stock, no par value,
  125,000 shares authorized at December 31,
  2003 and September 30, 2003, respectively,
  and 0 shares issued and outstanding at
  December 31, 2003 and September 30, 2003,
  respectively                                        -                  -

  First Washington Class A Preferred Stock,
  no par value, 500,000 shares authorized at
  December 31, 2003 and Sepember 30, 2003,
  respectively, and 500,000 shares issued
  and outstanding at December 31, 2003 and
  September 30, 2003, respectively                    -                  -

  Common Stock - $.001 par value; 25,000,000
  shares authorized at December 31, 2003
  and September 30, 2003, respectively and
  4,919,422 and 3,919,422 shares issued and
  outstanding at December 31, 2003 and
  September 30, 2003, respectively                4,919             3,919

  Additional paid-in capital                 13,051,019        13,024,019
  Accumulated deficit                        (3,577,260)       (3,612,493)
                                            ------------     ------------------
      Total stockholders' equity              9,479,678         9,416,445
                                            ------------     ------------------

  Total Liabilities and Stockholders' Equity $9,506,258        $9,468,108
                                            ============     ==================


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


<PAGE>


                           VOLT INC. AND SUBSIDIARIES
                  CONDENSED CONSOLIDATED STATEMENTS OF INCOME
        FOR THE THREE MONTHS ENDED DECEMBER 31, 2003 AND 2002 (Unaudited)


                                                   2003             2002
                                              -------------   ---------------


Revenues                                       $ 612,172       $  543,966

Cost of Revenue                                  371,056          221,810
                                              -----------     ---------------

Gross Profit (Loss)                              241,116          322,156

Operating Expenses
   General and administrative costs              205,883          240,046
                                              -----------     --------------
                Total operating expenses         205,883          240,046
                                              -----------     --------------
LOSS FROM CONTINUIING OPERATIONS
BEFORE INCOME TAXES                              35,233            82,110

   Income taxes                                      -                -
                                              -----------     --------------
NET INCOME AVAILABLE TO COMMON
STOCKHOLDERS                                    $35,233           $82,110
                                              ===========     ==============
BASIS AND DILUTED EARNINGS PER SHARE:

NET INCOME AVAILABLE TO COMMON STOCKHOLDERS     $  0.01          $   0.02
                                              ===========     ==============

WEIGHTED NUMBER OF COMMON SHARES
OUTSTANDING                                   4,419,422         3,919,422
                                              ===========     ==============

   The accompanying notes are an integral part of the condensed consolidated
                             financial statements.
<PAGE>




                           VOLT INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
        FOR THE THREE MONTHS ENDED DECEMBER 31, 2003 AND 2002 (UNAUDITED)




                                                     2003           2002
                                             ----------------    --------------

CASH FLOWS FROM OPERATING ACTIVITIES
  Net income                                    $    35,233          $ 82,110

  Adjustments to reconcile net income to net
   cash used by operating activities:
     Depreciation and amortization                    7,282            7,243

  Changes in assets and liabilities
    Prepaid expenses and other                            -               -
    Commissions receivable                          (55,978)              -
    Accounts payable                                (25,083)         (22,000)
                                             ---------------     -------------
      Total adjustments                             (73,779)         (14,757)
                                             ---------------     --------------
      Net cash provided by (used in)
        operating activities                        (38,546)          67,353

CASH FLOWS FROM INVESTING ACTIVITIES
  Net change in advances receivable                   4,500                -
                                            ----------------     --------------
      Net cash provided by investing
        activities                                    4,500                -

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from contributed capital                  28,000           25,000
                                             ---------------     -------------
       Net cash provided by (used in)
        financing activities                         28,000           25,000
                                             ---------------     ------------

NET INCREASE (DECREASE) IN CASH AND
        CASH EQUIVALENTS                              6,046           92,353

CASH AND CASH EQUIVALENTS - BEGINNING OF
YEAR                                                249,993          172,521
                                             ---------------    --------------
CASH AND CASH EQUIVALENTS - END OF YEAR         $   243,947        $ 264,874
                                             ===============    ==============

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

   Cash paid during the year for interest       $     4,340        $      -
                                             ===============    ===============

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



                           VOLT INC. AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                           DECEMBER 31, 2003 AND 2002

NOTE 1-  ORGANIZATION AND BASIS OF PRESENTATION

                  The condensed consolidated unaudited interim financial
                  statements included herein have been prepared, without audit,
                  pursuant to the rules and regulations of the Securities and
                  Exchange Commission. The consolidated financial statements and
                  notes are presented as permitted on Form 10-QSB and do not
                  contain information included in the Company's annual
                  consolidated statements and notes. Certain information and
                  footnote disclosures normally included in financial statements
                  prepared in accordance with accounting principles generally
                  accepted in the United States of America have been condensed
                  or omitted pursuant to such rules and regulations, although
                  the Company believes that the disclosures are adequate to make
                  the information presented not misleading. The results for the
                  three months ended December 31, 2003 may not be indicative of
                  the results for the entire year.

                  These statements reflect all adjustments, consisting of normal
                  recurring adjustments which, in the opinion of management, are
                  necessary for fair presentation of the information contained
                  herein.

                  Volt Inc. and Subsidiaries is a power provider and marketer of
                  alternative energy and financial services. The Company is in
                  the initial stages of implementing its business plan.

                  Deerbrook Publishing Group, Inc. was a distributor of fine
                  arts. Effective March 31, 2001, Deerbrook Publishing Group,
                  Inc. entered into an agreement to spin off its subsidiaries;
                  Inter Arts, Inc. and Cimmaron Studios, Inc. As of March 31,
                  2001, the Company ceased it's printing and publishing business
                  and the shares of stock of its former operating subsidiaries
                  were distributed to certain shareholders. The Company did not
                  spin off Deerbrook Publishing, Deerbrook Publishing changed
                  its name to Volt, Inc. when on April 6, 2001, Denis C.
                  Tseklenis acquired 127,995 shares of the Company's common
                  stock, $.001 par value per share, which constituted
                  approximately 53% of the company's issued and outstanding
                  common stock for $255,000 and there was a change in control.
                  At this time, the Company effected a 1 for 100 reverse stock
                  split for its $.001 par value common stock.

                  In May, 2001, Mr. Tseklenis sold shares of stock of Arcadian
                  Renewable Power which owns the wind farm to the Company in
                  exchange for 1,000,000 shares of Preferred Convertible Stock.
                  The wind farm had a historical value of $5,700,000.

                  On May 17, 2002, the Company acquired First Washington
                  Financial Corporation, a company which provides financial
                  services in Bethesda, Maryland ("First Washington"). First
                  Washington, is a mortgage company whose emphasis lies in
                  residential mortgages in the greater Washington D.C. service
                  area. The combination was treated as a purchase with First
                  Washington becoming a wholly owned subsidiary of Volt, Inc.
                  Volt, Inc. recognized an intangible asset (goodwill) which
                  represented the amount of value received over the net assets
                  acquired. The operations of First Washington are included in
                  the consolidated statements of income for the year ended
                  September 30, 2002 from the date of inception May 17, 2002 to
                  September 30, 2002. There was no predecessor entity of First
                  Washington. The fair value of the transaction was recorded
                  based on the number of shares issued to First Washington
                  (2,000,000) at the fair value of the stock of Volt on the date
                  of acquisition net of a discount since the stock issued in the
                  acquisition was restricted stock ($1.50).



<PAGE>



                           VOLT INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2003 AND 2002

NOTE 1-  ORGANIZATION AND BASIS OF PRESENTATION (CONTINUED)

                  The cost of the net assets purchased and liabilities assumed
                  approximated zero, however, the value of $3,000,000 was based
                  on the mortgage company's future earnings.

                  The Company acquired Opportunity Knocks, LLC. during the third
                  fiscal quarter of 2002 to rehab HUD homes and other properties
                  in Washington, D.C., Maryland and Virginia under the HUD Gift
                  Program. This acquisition was done simultaneously with the
                  acquisition of First Washington, and Opportunity Knocks is a
                  wholly owned subsidiary of the Company.

                  In fiscal 2003, the Company expanded its financial services
                  business, and brought in two businesses, that operationally
                  failed to meet the Company's business model. Subsequent to
                  these agreements being in force, the Company spun them out.
                  Additionally, the Washington Metropolitan Area market had not
                  met Company expectations, so the Company's subsidiary First
                  Washington acquired Yosemite Brokerage, Inc. in Oakhurst,
                  California, a few miles from the Company's headquarters. The
                  Company had issued Preferred Stock Class B, which has been
                  cancelled by the Company.

                  In July 2003 (effective August 1, 2003), First Washington
                  acquired Yosemite Brokerage, Inc. ("Yosemite"), a California
                  corporation for 500,000 shares of First Washington Class A
                  Preferred Stock. The acquisition was recorded for accounting
                  purposes as a purchase acquisition. The Company valued this
                  transaction at $200,000 ($.40 per share), which included the
                  recognition of $31,840 in goodwill.

                  The Company has three other power related wholly-owned
                  subsidiaries, Sun Volt, Inc., Sun Electronics, Inc. and
                  Arcadian Renewable Power, Inc.  Arcadian Renewable Power, Inc.
                  is the corporation that holds the Altamont Wind Farm in the
                  Altamont Pass in Livermore, California.

NOTE 2-           SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

                  Principles of Consolidation

                  The condensed consolidated balance sheet for December 31, 2003
                  and consolidated balance sheet for September 30, 2003 and
                  condensed consolidated statements of income and cash flows for
                  the three months ended December 31, 2003 includes Volt Inc.
                  and its wholly-owned subsidiaries. Intercompany transactions
                  and balances have been eliminated in consolidation.

                  Use of Estimates

                  The preparation of 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 disclosures of contingent assets and
                  liabilities at the date of the financial statements and the
                  reported amounts of revenues and expenses during the reporting
                  period. Actual results could differ from those estimates.

<PAGE>



                           VOLT INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2003 AND 2002

NOTE 2-           SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

                  Cash and Cash Equivalents

                  The Company considers all highly liquid debt instruments and
                  other short-term investments with an initial maturity of three
                  months or less to be cash or cash equivalents.

                  The Company maintains cash and cash equivalent balances at
                  several financial institutions which are insured by the
                  Federal Deposit Insurance Corporation up to $100,000.

                  Property and Equipment

                  Property and equipment are stated at cost. Depreciation is
                  computed primarily using the straight-line method over the
                  estimated useful life of the assets.

                  Furniture and fixtures                       5-7 years
                  Office and computer equipment                3-5 years
                  Wind Farm                                    40 years

                   Revenue Recognition

                  For the Company's power division, sold merchandise and revenue
                  was recorded under the accrual method of accounting.

                  For the Company's financial services division, they record
                  commission income upon the closing of their respective
                  transactions.

                  Advertising

                  Advertising costs are typically expensed as incurred.
                  Advertising expense was approximately $4,973 and $0 for the
                  three months ending December 31, 2003 and 2002, respectively.

                  Income Taxes

                  The income tax benefit is computed on the pretax loss based on
                  the current tax law. Deferred income taxes are recognized for
                  the tax consequences in future years of differences between
                  the tax basis of assets and liabilities and their financial
                  reporting amounts at each year-end based on enacted tax laws
                  and statutory tax rates.

                  Fair Value of Financial Instruments

                  The carrying amount reported in the condensed consolidated
                  balance sheet for cash and cash equivalents, advances
                  receivable, commissions receivable, accounts payable and
                  accrued expenses approximate fair value because of the
                  immediate or short-term maturity of these financial
                  instruments.




<PAGE>



                           VOLT INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2003 AND 2002

NOTE 2-           SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

                  Earnings Per Share of Common Stock

                  Historical net income per common share is computed using the
                  weighted average number of common shares outstanding. Diluted
                  earnings per share (EPS) includes additional dilution from
                  common stock equivalents, such as stock issuable pursuant to
                  the exercise of stock options and warrants.

                  The following is a reconciliation of the computation for basic
                  and diluted EPS:


                                                           2003        2002
                                                           ----        ----

                  Net income                             $35,233      $82,110
                                                         -------      -------

                  Weighted- average common shares
                  Outstanding (Basic)                  4,419,422    3,919,422

                  Weighted-average common stock
                    Equivalents:
                           Stock options                   -            -
                           Warrants                        -            -
                                                       ---------    -----------

                  Weighted-average common shares
                  Outstanding (Diluted)                4,419,422     3,919,422
                                                       =========     =========


                  Deferred Financing Fees

                  The Company paid a $10,000 financing fee in connection with a
                  line of credit in April 2002. This fee was written off over a
                  one-year period of time. The unamortized balance at December
                  31, 2003 was $ -0-. Amortization of these fees were $-0- and
                  $2,500, respectively for the three months ended December 31,
                  2003 and 2002.

                  Goodwill

                  In June 2001, the FASB issued Statement No. 142 "Goodwill and
                  Other Intangible Assets". This Statement addresses financial
                  accounting and reporting for acquired goodwill and other
                  intangible assets and supersedes APB Opinion No. 17,
                  Intangible Assets. It addresses how intangible assets that are
                  acquired individually or with a group of other assets (but not
                  those acquired in a business combination) should be accounted
                  for in financial statements upon their acquisition. This
                  Statement also addresses how goodwill and other intangible
                  assets should be accounted for after they have been initially
                  recognized in the financial statements. This statement has
                  been considered when determining impairment of goodwill in
                  certain transactions. During fiscal 2003, the Company
                  recognized $31,840 of goodwill acquired in the Yosemite
                  transaction. There was no recognition of impairment of
                  goodwill during the three months ended December 31, 2003 and
                  2002.


<PAGE>



                           VOLT INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2003 AND 2002


NOTE 2-           SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

                  Recent Accounting Pronouncement

                  On October 3, 2001, the FASB issued Statement of Financial
                  Accounting Standards No. 144, "Accounting for the Impairment
                  or Disposal of Long-Lived Assets" ("SFAS 144"), that is
                  applicable to financial statements issued for fiscal years
                  beginning after December 15, 2001. The FASB's new rules on
                  asset impairment supersede SFAS 121, "Accounting for the
                  Impairment of Long-Lived Assets and for Long-Lived Assets to
                  Be Disposed Of," and portions of Accounting Principles Board
                  Opinion 30, "Reporting the Results of Operations." This
                  Standard provides a single accounting model for long-lived
                  assets to be disposed of and significantly changes the
                  criteria that would have to be met to classify an asset as
                  held-for-sale. Classification as held-for- sale is an
                  important distinction since such assets are not depreciated
                  and are stated at the lower of fair value and carrying amount.
                  This Standard also requires expected future operating losses
                  from discontinued operations to be displayed in the period (s)
                  in which the losses are incurred, rather than as of the
                  measurement date as presently required.

                  Reclassifications

                  Certain amounts for the three months ended December 31, 2002
                  have been reclassified to conform with the presentation of the
                  December 31, 2003 amounts. The reclassifications have no
                  effect on net income for the three months ended December 31,
                  2002.

NOTE 3-  PROPERTY AND EQUIPMENT

                  Property and equipment consist of the following at December
31, 2003:



                  Wind Farm                                    $5,700,000
                  Furniture and fixtures                           16,000
                  Leasehold improvements                            8,885
                  Computer and office equipment                   116,293
                                                              -----------
                                                                5,841,178
                  Less:  accumulated depreciation                  41,533
                                                              -----------
                  Net book value                               $5,799,645
                                                              ===========

                  Depreciation expense for the three months ended December 31,
                  2003 and 2002 was $7,252 and $4,743, respectively. There is no
                  depreciation recognized on the Wind Farm as it is non
                  operational until placed in service. In the Company's
                  acquisition of Yosemite in their fourth quarter of 2003, they
                  acquired $55,261 office and computer equipment.





<PAGE>



                           VOLT INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2003 AND 2002

NOTE 4-  ADVANCES RECEIVABLE

                  As of December 31, 2003, advances receivable were $342,826.
                  There was no interest due the Company on these loans, and the
                  amounts due at December 31, 2003, are deemed by management to
                  have no specific repayment terms.

NOTE 5-  DEPOSITS

                  During the quarter ended March 31, 2003, the Company's
                  subsidiary, Opportunity Knocks placed deposits down on four
                  homes in Virginia Beach, Virginia. Opportunity Knocks placed
                  $500 down per home for a total of $2,000.

NOTE 6-  STOCKHOLDERS' EQUITY

                  Common and Preferred Stock

                  Effective April 23, 2001, the Registrant effected a 1 for 100
                  reverse stock split for its common stock, $.001 par value per
                  share.

                  The Company issued 1,000,000 shares of Class A Preferred Stock
                  to Denis C. Tseklenis in consideration for the Wind Farm.

                  On April 6, 2001, Denis C. Tseklenis acquired 127,995 original
                  issue shares of the Company's common stock, $.001 par value
                  per share, which constituted approximately 53% of the
                  Company's issued and outstanding common stock. Mr. Tseklenis
                  paid the Company $255,000 for the common stock.

                  During the year ended September 30, 2001, in addition to the
                  initial acquisition by Denis C. Tseklenis, the Company had
                  issued 1,678,000 shares and cancelled 225,000 of common stock
                  for $366,711.

                  Prior to the initial acquisition by Denis C. Tseklenis, the
                  Company had issued 1,850,000 shares of common stock for
                  accrued payroll, accounts payable and services.

                  During the quarter ended December 31, 2001, 225,000 shares
                  were reissued that were cancelled from the prior year ended
                  September 30, 2001.




<PAGE>


                           VOLT INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2003 AND 2002

NOTE 6-  STOCKHOLDERS' EQUITY (CONTINUED)

                  Common and Preferred Stock (Continued)

                  On May 17, 2002, the Company issued 2,000,000 shares of common
                  stock to acquire First Washington and thus it became a
                  wholly-owned subsidiary. The shares were valued at a fair
                  value at the time of the transaction ($1.50 per share) or
                  $3,000,000.

                  On January 1, 2003, the Company issued a board resolution for
                  the authorization of a new class of preferred stock, Class B
                  Preferred Stock, no par value. The Company authorized the
                  issuance of 125,000 shares of Class B Preferred Stock.

                  On July 1, 2003, First Washington issued a board resolution
                  for the authorization of a new class of preferred stock, Class
                  A Preferred Stock, no par value. First Washington authorized
                  the issuance of 500,000 shares of Class A Preferred Stock.

                  During fiscal 2003, the Company had issued shares of Class B
                  Preferred Stock, only to cancel them later in that fiscal
                  year. As of September 30, 2003, there were no shares of Class
                  B Preferred Stock issued and outstanding.

                  In July 2003 (effective August 1, 2003), First Washington
                  issued 500,000 shares of the Class A Preferred Stock, to
                  acquire Yosemite Brokerage, Inc. ("Yosemite"). The acquisition
                  was recorded for accounting purposes as a purchase
                  acquisition. The transaction was valued at $200,000 ($.40 per
                  share), which included goodwill of $31,840.

                  In November 2003, the Company issued 1,000,000 shares of
                  common stock. The stock was an additional payment on the Wind
                  Farm. The Company charged additional paid-in capital.

NOTE 7-  RELATED PARTY TRANSACTIONS

                  On January 1, 2003, the Company entered into a lease agreement
                  for the rental of office space for its home office. An officer
                  of the Company is a partner in the partnership that rents this
                  space to the Company. The lease is a five-year lease with a
                  five-year option, with rent of $2,750 per month. Rent expense
                  for the year ended September 30, 2003 of $24,750 was forgiven
                  by the company at September 30, 2003. Rent expense for the
                  three months ended December 31, 2003 and 2002 was $8,250 and
                  $-0-, respectively.

                  Yosemite Brokerage, rents space from its officer. The lease
                  commenced February 1, 2000 and runs through January 31, 2005.
                  The monthly rents commenced at $5,600 per month and calls for
                  increase annually up to 3%. Rent expense for the three months
                  ended December 31, 2003 was $16,800. No rent expense was
                  incurred for the three months ended December 31, 2002.

                  The President of the Company owns a controlling percentage of
                  the common stock outstanding.





<PAGE>



                           VOLT INC. AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           DECEMBER 31, 2003 AND 2002

NOTE 8-  PROVISION FOR INCOME TAXES

                  Deferred income taxes will be determined using the liability
                  method for the temporary differences between the financial
                  reporting basis and income tax basis of the Company's assets
                  and liabilities. Deferred income taxes will be measured based
                  on the tax rates expected to be in effect when the temporary
                  differences are included in the Company's consolidated tax
                  return. Deferred tax assets and liabilities are recognized
                  based on anticipated future tax consequences attributable to
                  differences between financial statement carrying amounts of
                  assets and liabilities and their respective tax bases.

                  At December 31, 2003 and 2002, deferred tax assets consist of
                  the following:

                                                         2003          2002
                                                         ----          -----

                  Net operating loss carryforwards     $139,963       $165,889
                  Less:  valuation allowance           (139,963)      (165,889)
                                                       ---------      ---------

                                                       $     -0-      $      -0-
                                                       =========      =========

                  At December 31, 2003 and 2002, the Company had federal net
                  operating loss carryforwards in the approximate amounts of
                  $424,129 and $414,723, respectively, available to offset
                  future taxable income. The Company established valuation
                  allowances equal to the full amount of the deferred tax assets
                  due to the uncertainty of the utilization of the operating
                  losses in future periods.

NOTE 9-           SUBSEQUENT EVENT

                  The Company in January 2004 reached an agreement to purchase
                  all of the outstanding shares of the Whittlesey hydro-electric
                  project on the Salmon River in Malone, New York from Franklin
                  Hydro for cash. The purchase will include the real estate,
                  turbines and power purchase agreement which runs approximately
                  seven more years at 8.25 cents per KWH produced.