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

                                   FORM 10-QSB
(Mark One)

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

For the quarterly period ended    June 30, 2005
                               -----------------------

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

For the transition period from ________________ to _______________

Commission File No.     33-55254-38

                     General Environmental Management, Inc.
        (Exact name of Small Business Issuer as specified in its charter)

         NEVADA                                        87-0485313
--------------------------------                  ----------------------
(State or other jurisdiction of                   (I.R.S. Employer
incorporation or organization)                    Identification Number)


  3191 Temple Ave., Suite 250, Pomona, CA                  91768
----------------------------------------------------------------
(Address of principal executive offices)             (Zip Code)


Issuer's telephone number, including area code     (909) 444-9500
                                               ---------------------------------

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

         Indicate the number of shares outstanding of each of the Issuer's
classes of common stock, as of the latest practicable date.

             Class                       Outstanding as of June 30, 2005
-----------------------------         ----------------------------------------
$.001 PAR VALUE COMMON STOCK             27,396,399 SHARES


<PAGE>



                      GENRAL ENVIRONMENTAL MANAGEMENT, INC.
                         QUARTERLY REPORT ON FORM 10QSB
                   FOR THE FISCAL QUARTER ENDED JUNE 30, 2005

                                TABLE OF CONTENTS

<TABLE>
<CAPTION>
                                                                                                            Page No.

Part I Financial Information
<S>                                                                                                        <C>
     Item 1. Financial Statements ................................................................................3
           Condensed Consolidated Balance Sheets  as of June 30, 2005 (Unaudited) and December 31, 2004...........3
           Condensed Consolidated Statements of Operations for the Three Months and Six Months Ended
           June 30, 2005 and 2004 (Unaudited).....................................................................4
           Condensed Consolidated Statement of Shareholders' Equity for the Six Months Ended
           June 30, 2005 (Unaudited)..............................................................................5
           Condensed Consolidated Statements of Cash Flows for the Six Months Ended
           June 30, 2005 and 2004 (Unaudited).....................................................................6
           Notes to the Condensed Consolidated Financial Statements (Unaudited)...................................7
     Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operation.................18
     Item 3. Controls and Procedures..............................................................................22
Part II Other Information.........................................................................................23
     Item 1. Legal Proceedings....................................................................................23
     Item 2. Changes in Securities................................................................................23
     Item 3. Defaults Upon Senior Securities......................................................................23
     Item 4 Submission of Matters to a Vote of Security Holders...................................................23
     Item 5. Other Information....................................................................................23
     Item 6. Exhibits and Reports on Form 8K......................................................................24
         Signatures...............................................................................................25
           CEO Certification......................................................................................26
           CFO Certification......................................................................................27
</TABLE>






                                       2

<PAGE>

                         PART 1 - FINANCIAL INFORMATION

         Item 1.  Financial Statements.

             GENERAL ENVIRONMENTAL MANAGEMENT, INC. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS


<TABLE>
<CAPTION>
                                                                                        June 30,              December 31,
                                                                                           2005                   2004
                                                                                    ----------------      ------------------
                                                                                       (Unaudited)
                                                                ASSETS
         CURRENT ASSETS:
<S>                                                                                 <C>                   <C>
         Cash in bank                                                               $         19,051      $          553,658
         Accounts receivable, net of allowance for doubtful accounts of
              $364,400 and $267,900, respectively                                          3,409,609               2,553,447
         Supplies inventory                                                                   46,967                  43,418
         Prepaid expenses and current other assets                                            49,579                  96,991
                                                                                    ----------------      ------------------
         Total Current Assets                                                              3,525,206               3,247,514
                                                                                    ----------------      ------------------

         PROPERTY AND EQUIPMENT - NET OF ACCUMULATED DEPRECIATION
          OF $745,099 and $602,286 RESPECTIVELY                                            2,360,752               2,447,298
                                                                                    ----------------      ------------------

         Restricted cash                                                                     558,101                 552,570
         Permit                                                                              315,894                 251,441
         Deposits                                                                             52,025                  38,475
         Goodwill                                                                            644,647                 644,647
                                                                                    ----------------      ------------------
         TOTAL ASSETS                                                               $      7,456,625      $        7,181,945
                                                                                    ================      ==================

                       LIABILITIES AND STOCKHOLDERS' EQUITY

         CURRENT LIABILITIES:

         Line of Credit - factor agreement                                          $        914,416      $          421,304
         Accounts payable                                                                  3,095,171               3,408,422
         Accrued expenses                                                                    697,483                 558,276
         Accrued Disposal costs                                                              397,058                 363,483
         Payable to related party                                                            175,000                 540,228
         Deferred rent                                                                        17,101                  17,452
         Current portion of notes payable                                                    117,319                 175,373
         Notes payable to investors                                                        1,190,548                 914,078
                                                                                    ----------------      ------------------
         Total Current Liabilities                                                         6,604,096               5,858,388
                                                                                    ----------------      ------------------
         Notes payable, net of current portion                                               236,692                 340,651
                                                                                    ----------------      ------------------
         STOCKHOLDERS' EQUITY
         Preferred stock, 10%, convertible, $.001 par value, 50,000,000 shares
             authorized                                                                            -                       -
         Common stock, $.001 par value, 200,000,000 shares authorized,
              27,396,399 and 17,563,830  shares issued and outstanding,
               respectively                                                                   27,393                  17,564
         Additional paid in capital                                                       12,520,206               9,204,476
         Accumulated deficit                                                             (11,931,762)             (8,239,134)
         Total Stockholders' Equity                                                          615,837                 982,906
                                                                                    ----------------      ------------------
         TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                 $      7,456,625      $        7,181,945
                                                                                    ================      ==================
</TABLE>


     See accompanying notes to condensed consolidated financial statements.

                                       3


<PAGE>


             GENERAL ENVIRONMENTAL MANAGEMENT, INC. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)



<TABLE>
<CAPTION>
                                                              Three months ended                       Six months ended
                                                         June 30,           June 30,              June 30,           June 30,
                                                           2005               2004                  2005               2004
                                                    ----------------   ----------------      ----------------   ----------------
<S>                                                 <C>                <C>                   <C>                <C>
         REVENUES                                   $      4,246,795   $      1,316,890      $      7,541,256   $      2,763,236
         COST OF REVENUES                                  3,670,251          1,203,841             6,506,777          2,525,946
                                                    ----------------   ----------------      ----------------   ----------------

         GROSS PROFIT                                        576,544            113,049             1,034,479            237,290
         OPERATING EXPENSES                                2,711,040          1,064,413             4,473,717          2,010,219
                                                    ----------------   ----------------      ----------------   ----------------

         OPERATING LOSS                                   (2,134,496)          (951,364)           (3,439,238)        (1,772,929)

         OTHER INCOME (EXPENSE):
         Interest income                                       4,643                  -                 6,132
         Interest and financing costs                       (221,653)           (52,614)             (366,752)          (104,898)
         Other non-operating income                           31,320              1,933               107,230              1,933
                                                    ----------------   ----------------      ----------------   ----------------

         NET LOSS                                   $     (2,320,186)  $     (1,002,045)     $     (3,692,628)  $     (1,875,894)
                                                    ================   ================      ================   ================

         Loss per weighted average share,
         basic and diluted                          $          (0.09)  $          (0.08)     $          (0.14)  $          (0.16)
                                                    ================   ================      ================   ================

         Weighted average shares of common stock
         outstanding, basic and diluted                   26,254,698         12,540,641            25,512,605         11,893,522
                                                    ================   ================      ================   ================
</TABLE>




    See accompanying notes to the condensed consolidated financial statements

                                       4



<PAGE>



            GENERAL ENVIRONMENTAL MANAGEMENT, INC. AND SUBSIDIARIES
            CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
                     FOR THE SIX MONTHS ENDED JUNE 30, 2005
                                  (UNAUDITED)



<TABLE>
<CAPTION>
                                                                         Additional
                                                  Common Stock            Paid In         Accumulated
                                            Shares         Amount         Captial           Deficit             Total
                                         -------------   -----------   --------------   ----------------   ----------------
<S>                                      <C>             <C>           <C>              <C>                <C>
Balance, January 1, 2005                    17,563,830   $    17,564   $    9,204,476  $      (8,239,134)  $        982,906

Issuance of common stock
  for cash and accrued interest          1,528,706             1,529        1,527,177                             1,528,706

Reverse Merger with Ultronics                                                                                             -
Acquisition                                  6,000,000         6,000          (6,000)

Issuance of Common Stock on exercise
of warrants                                  1,260,000         1,260        351,866                                 353,126

Valuation of warrants and beneficial
conversion feature on issued notes
payable                                                                     156,171                                 156,171


Issuance of common stock                       659,892           656          913,602                               914,258
 for services

Issuance of common stock on
conversion of debt                             383,971           384          372,914                               373,298

Net loss for the six months ended
June 30, 2005                                                                                 (3,692,628)        (3,692,628)
                                         -------------   -----------   --------------   ----------------   ----------------
                                            27,396,399   $    27,393   $   12,520,206   $    (11,931,762)  $        615,837
                                         =============   ===========   ==============   ================   ================
</TABLE>





    See accompanying notes to the condensed consolidated financial statements

                                       5


<PAGE>



             GENERAL ENVIRONMENTAL MANAGEMENT, INC. AND SUBSIDIARIES
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (UNAUDITED)


<TABLE>
<CAPTION>
                                                                                    Six Months Ended
                                                                                        June 30,
                                                                                2005                 2004
                                                                         ------------------    ------------------
OPERATING ACTIVITIES
<S>                                                                      <C>                   <C>
   Net loss                                                              $       (3,692,628)   $       (1,875,894)
   Adjustments to reconcile net loss to cash used in
    operating activities:
       Depreciation and amortization                                                142,813                36,550
       Amortization of discount on notes                                            122,073                     -
       Common stock issued for services                                             914,258                85,448
       Changes in assets and liabilities:
         Accounts Receivable                                                       (856,162)              385,460
         Prepaid expenses                                                            47,412                (9,028)
         Supplies inventory                                                          (3,549)              (13,819)
         Accounts Payable                                                           225,781               380,146
         Accrued interest on convertible notes                                       50,104                     -
         Accrued expenses and other liabilities                                    (192,797)               23,276
                                                                         ------------------    ------------------
         NET CASH USED IN OPERATING ACTIVITIES                                   (3,242,695)             (987,411)
                                                                         ------------------    ------------------

INVESTING ACTIVITIES:
   Acquisition of P.C.I.                                                                  -            (2,500,000)
   Increase in deposits and restricted cash                                         (19,081)             (559,662)
   Increase in permits                                                              (64,453)                    -
   Additions to property and equipment                                              (56,267)              (51,811)
                                                                         ------------------    ------------------
         NET CASH USED IN INVESTING ACTIVITIES                                     (139,801)           (3,111,473)
                                                                         ------------------    ------------------

FINANCING ACTIVITIES
   Proceeds from (repayment of) line of credit                                     493,112              (282,484)
   Bank overdraft                                                                        -                90,253
   Issuance of notes payable                                                             -                   175
   Repayment of long term debt                                                    (162,013)              (14,262)
   Payment of notes to investors                                                  (126,336)                    -
   Proceeds from issuance of convertible notes                                     780,000             2,383,762
   Proceeds from sale of common stock                                            1,510,000               291,965
   Proceeds from exercise of warrants                                              353,126               661,800
   Proceeds from issuance of convertible preferred stock                                 -               422,400
                                                                         -----------------     -----------------
         NET CASH PROVIDED BY FINANCING ACTIVITIES                               2,847,889             3,553,609
                                                                         -----------------     -----------------

DECREASE IN CASH AND CASH EQUIVALENTS                                             (534,607)             (545,275)

Cash and cash equivalents at beginning of period                                   553,658               546,181
                                                                         -----------------     -----------------

         CASH AND CASH EQUIVALENTS AT END OF PERIOD                      $          19,051     $             906
                                                                         =================     =================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for:
   Interest expense                                                      $         185,224     $         104,555
                                                                         =================     =================
</TABLE>

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:

During the first six months of 2005 the convertible note holders converted
$373,298 of notes and accrued interest into 387,798 shares of common stock.

During the six months ended June 30, 2005, the Company issued warrants and notes
with beneficial conversion interests valued at $156,171.


    See accompanying notes to the condensed consolidated financial statements

                                       6



<PAGE>


             GENERAL ENVIRONMENTAL MANAGEMENT, INC AND SUBSIDIARIES
            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                     FOR THE SIX MONTHS ENDED JUNE 30, 2005

1. ORGANIZATION AND PRINCIPAL ACTIVITIES

     ORGANIZATION AND DESCRIPTION OF BUSINESS

     Ultronics Corporation (a development stage company) ( "the Company) was
     incorporated in the state of Nevada on March 14, 1990 to serve as a vehicle
     to effect a merger, exchange of capital stock, asset acquisition or other
     business combination with a domestic or foreign private business. The
     Company's fiscal year end is December 31.

     On February 14, 2005 the Company acquired all of the outstanding shares of
     General Environmental Management, Inc ("GEM"), a Delaware Corporation in
     exchange for 18,914,408 shares of its class A common stock and as a result
     GEM became a wholly owned subsidiary of Ultronics Corporation. See Note
     2(a) and Note 9.

     The acquisition was accounted for as a reverse merger (recapitalization)
     with GEM deemed to be the accounting acquirer, and Ultronics Corporation
     the legal acquirer. Accordingly, the historical financial information
     presented in the financial statements is that of GEM as adjusted to give
     effect to any difference in the par value of the issuer's and the
     accounting acquirer stock with an offset to capital in excess of par value.
     The basis of the assets, liabilities and retained earnings of GEM, the
     accounting acquirer, have been carried over in the recapitalization.
     Subsequent to the acquisition, the Company changed its name to General
     Environmental Management, Inc.

     BASIS OF PRESENTATION

     The condensed consolidated interim financial statements included herein
     have been prepared by the Company, pursuant to the rules and regulations of
     the Securities and Exchange Commission with regard to Regulation S-B and,
     in the opinion of management, include all adjustments which, except, as
     described elsewhere herein, are of a normal recurring nature, necessary for
     a fair presentation of the financial position, results of operations, and
     cash flows for the periods presented. The results for the interim periods
     are not necessarily indicative of results for the entire year. The
     financial statements presented herein should be read in conjunction with
     the financial statements included in the Company's Annual Report on Form
     10-KSB for the year ended December 31, 2004 and the financial statements
     filed on form 8-K/A for GEM, the accounting acquirer.

     GOING CONCERN

     The accompanying consolidated financial statements have been prepared
     assuming that the company will continue as a going concern. The Company
     incurred a net loss of $3,692,628 and utilized cash in operating activities
     of $3,242,695 during the six months ended June 30, 2005. As of June 30,
     2005 the Company had current liabilities exceeding current assets by
     $3,078,890. These matters raise substantial doubt about the Company's
     ability to continue as a going concern.

     Management is continuing to raise capital through the issuance of debt and
     equity. In addition, management believes that the company will begin to
     operate profitably due to improved operational results, cost cutting
     practices, and the completion of the integration of acquisitions made by
     the Company during 2004. However, there can be no assurances that the
     Company will be successful in this regard or will be able to eliminate its
     working capital deficit or operating losses. The accompanying financial
     statements do not contain any adjustments which may be required as a result
     of this uncertainty.


                                       7

<PAGE>



2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     (a)  Principles of Consolidation

     The condensed consolidated financial statements include the accounts of
     General Environmental Management, Inc. of Nevada, and its wholly owned
     subsidiaries, General Environmental Management, Inc. of Delaware and
     General Environmental Management of Rancho Cordova, LLC. Inter-company
     accounts and transactions have been eliminated

     (b) Use of estimates

     The preparation of financial statements in conformity with accounting
     principles generally accepted in the United States of America requires the
     Company's management to make certain estimates and assumptions. These
     estimates and assumptions affect the reported amounts of assets and
     liabilities and disclosure of the contingent assets and liabilities at the
     date of the financial statements. These estimates and assumptions will also
     affect the reported amounts of certain revenues and expenses during the
     reporting period. Actual results could differ materially based on any
     changes in the estimates and assumptions that the Company uses in the
     preparation of its financial statements that are reviewed no less than
     annually. Actual results could differ materially from these estimates and
     assumptions due to changes in environmental-related regulations or future
     operational plans, and the inherent imprecision associated with estimating
     such future matters

     (c) Revenue Recognition

     The Company recognizes revenue for waste picked up and received waste at
     the time pick up or receipt occurs and recognizes the estimated cost of
     disposal in the same period.

     (d) Concentration of Credit Risk

     The Company's financial instruments that are exposed to concentrations of
     credit risk consist principally of cash and trade receivables. The Company
     places its cash in what it believes to be credit-worthy financial
     institutions. However, cash balances have exceeded FDIC insured levels at
     various times. The Company has not experienced any losses in such accounts
     and believes it is not exposed to any significant risk in cash. The
     Company's trade receivables result primarily from removal or transportation
     of waste, and the concentration of credit risk is limited to a broad
     customer base located mostly in Southern California geographic area.

     (e) Fair Value of Financial Instruments

     The Company believes that the carrying value of its cash, accounts
     receivable, accounts payable, accrued liabilities, line of credit- factor
     agreement, due to related party, and convertible notes payable as of June
     30, 2005 approximates their respective fair values due to the demand or
     short- term nature of those instruments.


                                        8
<PAGE>



     (f) Trade Receivables

     Trade receivables are recorded at net realizable value consisting of the
     carrying amount less an allowance for uncollectible accounts, as needed.

     The Company uses the allowance method to account for uncollectible trade
     receivable balances. Under the allowance method, if needed, an estimate of
     uncollectible customer balances is made based upon specific account
     balances that are considered uncollectible. Factors used to establish an
     allowance include the credit quality of the customer and whether the
     balance is significant. At June 30, 2005 trade receivables had a net
     balance in the amount of $3,409,609, net of an allowance of $364,400.

     (g) Inventory

     Inventories consist of supplies used in the ordinary course of business and
     are stated at the lower of cost (first-in, first-out method) or market.

     (h) Property and Equipment

     Property and equipment is stated at cost. Depreciation is computed using
     accelerated methods based on the estimated useful lives of the assets,
     generally as follows:

        Transportation                             5 Years
        Equipment                                5 - 7 Years
        Furniture and fixtures                   5 - 7 Years
        Building and Improvements               20 - 40 Years


     In accordance with the Company's operating permit for the fully permitted
     Treatment, Storage, and Disposal Facility in Rancho Cordova, California ,
     the Company is liable for certain costs involving the ultimate closure of
     the facility. These expenses include costs of decommissioning, remediation,
     and incremental direct administration costs to close the facility.

     The Company accounts for these costs based on SFAS No. 143, "Accounting for
     Asset Retirement Obligations", which addresses financial accounting and
     reporting for obligations associated with the retirement of tangible
     long-lived assets and the related asset retirement costs. The statement
     requires that the fair value of a liability for an asset retirement
     obligation be recognized in the period in which it is incurred and
     capitalized as part of the carrying amount of the long-lived asset. When a
     liability is initially recorded, the Company capitalizes the cost by
     increasing the carrying value of the related facility (long-lived asset).
     Over time, the liability is accreted to its present value each period, and
     the capitalized cost is depreciated over the useful life of the facility.
     Upon settlement of the liability, a gain or loss will be recorded.

     (i) Impairment of Long-Lived Assets

     Statement of Financial Accounting Standards No. 144, "Accounting for the
     Impairment or Disposal of Long-Lived Assets", established guidelines
     regarding when impairment losses on long-lived assets, which include
     property and equipment, should be recognized and how impairment losses
     should be measured. This statement also 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.
     The Company periodically reviews, at least annually, such assets for
     possible impairment and expected losses. If any losses are determined to
     exist they are recorded in the period when such impairment is determined.


                                        9

<PAGE>



      (j) Goodwill and Intangible Assets

     The Company accounts for goodwill and intangible assets pursuant to SFAS
     No. 142, Goodwill and Other Intangible Assets. Under SFAS 142, intangibles
     with definite lives continue to be amortized on a straight-line basis over
     the lesser of their estimated useful lives or contractual terms. Goodwill
     and intangibles with indefinite lives are evaluated at least annually for
     impairment by comparing the asset's estimated fair values with its carrying
     value, based on cash flow methodology.

     (k) Income Taxes

     The Company accounts for income taxes using the asset and liability method
     whereby deferred income tax assets and liabilities are recognized for the
     tax consequences of temporary differences by applying statutory tax rates
     applicable to future years to the difference between the financial
     statement carrying amounts and the tax bases of certain assets and
     liabilities. Changes in deferred tax assets and liabilities include the
     impact of any tax rate changes enacted during the year.

     (l)      Stock Compensation Costs

     In December 2002 the FASB issued SFAS No. 148, "Accounting for Stock-Based
     Compensation- Transition and Disclosure." SFAS No. 148 amends SFAS No. 123,
     "Accounting for Stock-Based Compensation." SFAS No. 148 provides
     alternative methods of transition for a voluntary change to the fair value
     based method of accounting for stock based employee compensation. In
     addition, SFAS No. 148 amends the disclosure requirements of SFAS No. 123
     to require more prominent and more frequent disclosure in financial
     statements about the effects of stock based compensation. SFAS No. 123
     established accounting and disclosure requirements using a fair value-based
     method of accounting for the stock-based employee compensation plans. As
     allowed by SFAS No. 123, the Company has elected to apply the intrinsic
     value-based method of accounting described above, and has adopted only the
     disclosure requirements of SFAS No.123 for employee issued options. No
     stock option based employee compensation costs are reflected in the
     Company's net loss as all options granted had an exercise price equal to or
     greater than the market value of Company's underlying common stock at the
     date of grant. Had the company elected to recognize compensation costs
     based on fair value of the stock and stock options at the date of grant
     under SFAS No.123, such costs would have been recognized ratably over the
     service period of the underlying instrument and the Company's net loss and
     net loss per common share would increase to the amounts indicated in the
     table below (which are not intended to be indicative of or a projection of
     future results):

<TABLE>
<CAPTION>
                                                               Six Months Ended June 30,
                                                               2005             2004
                                                           -------------    -------------
<S>                                                        <C>              <C>
        Net loss                                           $  (3,692,628)   $  (1,875,894)
        Less: stock based employee compensation expense
           determined under the fair value method for
           all awards                                           (456,106)               -
                                                           -------------    -------------
                Pro forma net loss                         $  (4,148,734)   $  (1,875,894)
                                                           =============    =============

        Basic loss per weighted average share, as reported $        (.14)   $        (.17)
                                                           =============    =============
        Pro forma Basic loss per weighted average share    $        (.16)   $        (.17)
                                                           =============    =============
</TABLE>


                                       10

<PAGE>


3. NEW ACCOUNTING PRONOUNCEMENTS

     References to the "FASB", "SFAS" and "SAB" herein refer to the "Financial
     Accounting Standards Board", "Statement of Financial Accounting Standards",
     and the "SEC Staff Accounting Bulletin", respectively.

     In December 2004 the FASB issued SFAS No. 123(R) which revised SFAS No. 123
     to require a public entity to measure the cost of employee services
     received in exchange for an award of equity instruments based on the
     grant-date fair value of the award (with limited exceptions). That cost
     will be recognized over the period during which an employee is required to
     provide service in exchange for the award--the requisite service period
     (usually the vesting period). No compensation cost is recognized for equity
     instruments for which employees do not render the requisite service.
     Employee share purchase plans will not result in recognition of
     compensation cost if certain conditions are met; those conditions are much
     the same as the related conditions in Statement 123. A public entity will
     initially measure the cost of employee services received in exchange for an
     award of liability instruments based on its current fair value; the fair
     value of that award will be re-measured subsequently at each reporting date
     through the settlement date. Changes in fair value during the requisite
     service period will be recognized as compensation cost over that period. A
     nonpublic entity may elect to measure its liability awards at their
     intrinsic value through the date of settlement. The statement is not
     effective for small business issuers until the first annual reporting
     period beginning after December 15, 2005. The Company will adopt the
     requirements of SFAS No. 123(R) beginning fiscal 2006.

     In November, 2004, the FASB issued Statement of Financial Accounting
     Standards No. 151, "Inventory Costs". This statement amends the guidance in
     ARB No. 43 Chapter 4 Inventory Pricing, to require items such as idle
     facility costs, excessive spoilage, double freight and re- handling costs
     to be expenses in the current period, regardless if they are abnormal
     amounts or not. This Statement will become effective for the Company in the
     first quarter of 2006. The Company is primarily a service provider and as
     such the adoption of SFAS 151 is not expected to have a significant effect
     on the Company's financial statements.

     4.       ACQUISITIONS

     On June 23, 2004, the Company entered into a Membership Interest Purchase
     Agreement to acquire a EPA Part B fully permitted hazardous waste
     Treatment, Storage, and Disposal facility (TSDF) located in Rancho Cordova,
     California from Pollution Control Industries, Inc. The aggregate purchase
     price for the facility was $2,500,000. The acquisition was accounted for as
     a purchase. The purchase price was allocated as follows:


     Property and equipment                      $       2,090,280
     Permits                                               250,000
     Goodwill                                              159,720
                                                 -----------------
        Total                                    $       2,500,000
                                                 =================




                                       11

<PAGE>




     On August 1, 2004, the Company entered into a Purchase Agreement to acquire
     certain assets and liabilities of Firestone Environmental Services, Inc.
     dba Prime Environmental Services, Inc. and Firestone Associates Inc. dba
     Firestone Energy Company (Prime). Consideration for the acquisition of
     Prime was paid as follows: $200,000 cash paid at closing; issuance of two
     notes payable to the sellers in an aggregate principal amount of $440,000;
     issuance of 60,000 shares of the Company's common stock valued at $60,000;
     the issuance of a warrant to purchase up to 46,667 shares of the Company's
     common stock at an exercise price of $2.00 per share; the issuance of a
     warrant to purchase up to 46,667 shares of the Company's common stock at an
     exercise price of $3.00 per share; and; the issuance of a warrant to
     purchase up to 46,668 shares of the Company's common stock at an exercise
     price of $4.00 per share. The warrants were valued at $17,752 using an
     option pricing model. The acquisition was accounted for as a purchase. The
     purchase price was allocated as follows:

     Inventory                                   $   8,000
     Property and Equipment                        224,825
     Goodwill                                      475,527
                                                 ---------
     Total                                       $ 708,352
                                                 ---------

     The following sets out the pro forma operating results for the six months
     ended June 30, 2004 for the Company had the acquisitions occurred as of
     January 1, 2004:

<TABLE>
<CAPTION>
                                                                                  Unaudited
                                                                              Six Months Ended
                                                                                  June 30,
                                                                               2004 Pro Forma
                                                                          ------------------
<S>                                                                       <C>
     Net sales                                                            $       11,098,746
     Cost of sales                                                                 8,872,177
                                                                          ------------------
             Gross profit                                                          2,226,569

     Operating expenses                                                            5,265,900
                                                                          ------------------
             Operating loss                                                       (3,039,331)
     Other income (expense):
     Interest income                                                                   6,132
     Interest expense and amortization of deferred financing costs                  (348,339)
     Other non-operating income                                                      180,697
                                                                          ------------------

                    NET LOSS                                              $       (3,200,841)
                                                                          ==================

     Loss per weighted average share, basic and diluted                   $             (.27)
                                                                          ==================
</TABLE>



                                       12


<PAGE>


     5. RELATED PARTY TRANSACTIONS

     During the first six months of 2005 and 2004 the Company incurred $295,000
     and $290,000 respectively in fees for advisory services provided by General
     Pacific Partners ("GPP"), a company operated by a prior member of the Board
     of Directors of the Company's wholly owned subsidiary, General
     Environmental Management, Inc. of Delaware. As of June 30, 2005 the Company
     had $175,000 in amounts payable to General Pacific Partners for fees
     related to services.

     During the six months ended June 30, 2005, the Company converted $657,214
     of amounts due to GPP for services in exchange for the issuance of 657,214
     shares of the Company's common stock. The shares issued were valued at the
     market price at the date of issuance, which resulted in an additional cost
     of $252,257 upon conversion that has been included in operating expenses in
     the accompanying statement of operations.

     See Note 7 for Notes Payable to this entity.

     6. LINE OF CREDIT

     The Company's wholly owned subsidiary, General Environmental Management,
     Inc. of Delaware entered into a revolving accounts receivable funding
     agreement (the "Agreement") with a lender beginning May 2002. The Agreement
     was amended on October 14, 2004. Under terms of the amended Agreement, the
     lender will purchase from General Environmental Management, Inc. of
     Delaware some or all of General Environmental Management, Inc. of
     Delaware's accounts receivable (the "Purchased Accounts"), advancing cash
     to General Environmental Management, Inc. of Delaware up to 70% of the
     Purchased Accounts, up to a maximum indebtedness of $1,250,000. In
     consideration of purchase of said accounts receivable, General
     Environmental Management, Inc of Delaware will pay to lender (a) interest
     on the aggregate outstanding indebtedness at the rate of 3.0% per annum
     plus the Prime Rate in effect at the end of each month with the Prime Rate
     never being less than four and three fourths of a percent (4.75%) per
     annum, and (b) a fee of one and two tenths percent (1.2%) of the face
     amount of the Purchased Accounts which will be deducted from any cash
     advance. If the product of thirty days multiplied by the ratio of the total
     amount of Purchased Accounts at the beginning of any month divided by the
     total collections applied to the General Environmental Management, Inc. of
     Delaware's indebtedness during any said month is greater than forty (40)
     days, the charge pursuant to (b) above shall be increased by one-fourth of
     one per cent (1/4%) for each such five day period. Under terms of the
     agreement, General Environmental Management, Inc of Delaware assumes full
     risk of non-payment, and unconditionally guarantees to the lender the full
     and prompt payment of the full-face amount of the Purchased Accounts. If
     any Purchased Account shall remain unpaid after ninety (90) days, or if
     lender shall otherwise deem itself insecure for any reason whatsoever, or
     if any account debtor shall become bankrupt, insolvent or subject of a
     reorganization, the lender may require General Environmental Management,
     Inc of Delaware to repurchase such Purchased Account plus any lender's
     costs relating to collection of such Purchased Account. The agreement is
     for a term of six months and shall be automatically renewable for
     successive six-month terms unless terminated by General Environmental
     Management, Inc. of Delaware by notification to lender in writing at least
     sixty (60) days before the end of any renewal term. The Agreement was
     renewed through December 31, 2005, and is secured by all of General
     Environmental Management, Inc. of Delaware's assets and personally
     guaranteed by certain stockholders of the Company. The amounts due to the
     lender under this agreement were $914,416 as of June 30, 2005.



                                       13
<PAGE>



     7. NOTES PAYABLE TO INVESTORS

     Notes payable to investors consist of the following at June 30, 2005:

                                                                    2005
                                                              -------------
        (A) 2004 Convertible notes under Loan and Security    $     569,659
            Agreement
        (B) Notes payable to related party                          600,000
        (C) Notes payable to investor                               100,000
        Valuation discount                                         (79,111)
                                                              -------------
        Notes payable, current                                $   1,190,548
                                                              =============

      (A) During the period March 4, 2004 through June 22, 2004, the Company
     entered into a Loan and Security Agreement with several investors to
     provide the funding necessary for the purchase of the TSDF located in
     Rancho Cordova, California. The total funds generated were $2,408,837, of
     which $915,000 was outstanding as of December 31, 2004. The notes are
     secured by substantially all of the assets of the Company and carry an
     interest rate of eight percent (8%) per annum and principal and interest
     are convertible on a dollar for dollar basis to common stock. In addition,
     the note holders were issued warrants to purchase common stock. Each two
     dollars of notes issued resulted in the issuance of a warrant for the
     purchase of one share of common stock in General Environmental Management,
     Inc at $1.25 per share of common stock. During the six months ended June
     30, 2005 the company repaid $120,000 of these notes and $275,000 of these
     convertible notes plus accrued interest of $27,105 had been converted to
     302,105 shares of common stock. As of June 30, 2005, notes payable of
     $520,000 plus accrued interest remain outstanding, and were due January
     2005. The company is currently in negotiations over extension or conversion
     of the notes to equity.

     In accordance with generally accepted accounting principles, the difference
     between the conversion price and the Company's stock price on the date of
     issuance of the notes were considered to be interest expense. As such, in
     prior periods, the Company recorded $102,221 as a debt discount related to
     this beneficial conversion feature. The Company also allocates the proceeds
     received from debt or convertible debt with detachable warrants using the
     relative fair value of the individual elements at the time of issuance. The
     amount allocated to the warrants as a debt discount is recognized as
     interest expense over the period until the notes mature or are converted.
     The company used the black scholes valuation model and determined that the
     value of the warrants issued was $$193,490, and recorded such amount as a
     debt discount. Accordingly, the Company recorded an aggregate debt discount
     of $295,177 relating to the issuance of the warrants and the value of the
     beneficial conversion feature. As of December 31, 2004, $250,697 of this
     discount had been amortized. The remaining unamortized amount of the debt
     discount of $45,014 as of December 31, 2004 was amortized and reflected as
     interest expense during the six months ended June 30, 2005.

     (B) Notes payable are unsecured, are due to a related party and are due at
     various dates through December 2005. The notes carry an interest rate of
     ten percent (10%) per annum. In addition, the note holders were issued
     warrants to purchase common stock. Each two dollars of notes issued
     resulted in the issuance of a warrant for the purchase of one share of
     common stock in General Environmental Management, Inc at $1.25 per share of
     common stock. As of June 30, 2005 no warrants have been exercised.



                                       14

<PAGE>


     (C) Notes payable are unsecured and are payable to an individual due
     August, 2005. The notes carry an interest rate of ten percent (10%) per
     annum. In addition, the note holder was issued 20,000 warrants to purchase
     common stock in General Environmental Management, Inc at $1.25 per share of
     common stock. As of June 30, 2005 no warrants have been exercised.

     The Company allocates the proceeds received from debt or convertible debt
     with detachable warrants using the relative fair value of the individual
     elements at the time of issuance. The amount allocated to the warrants as a
     debt discount is recognized as interest expense over the period until the
     notes mature or are converted. The aggregate debt discount on the Notes B
     and C, described above, was calculated at $114,502 using the black scholes
     pricing model, of which $35,391 was amortized during the six months ended
     June 30, 2005 and included in interest and financing costs in the
     accompanying statement of operations.

     8. LONG TERM DEBT

     A summary of the below noted Term financing as of June 30, 2005 is as
     follows:

                                                       2005
                                                  --------------
     (a) Note Payable, People View                $        4,769
     (b) Note payable, truck                               4,163
     (c) Note payable, truck                               4,163
     (d) Note payable, truck                              10,752
     (e) Note payable, truck                              10,752
     (f) Note Payable, Firestone Associates              159,706
     (f) Note Payable, Firestone Environmental           159,706
                                                  --------------
                                                         354,011
     Less current portion                                117,319
                                                  --------------
     Notes payable, net of current portion        $      236,692
                                                  ==============

     (a) Unsecured note, payable in monthly installments of $1,250 beginning in
     March 2005 including interest of 4% per annum through October 2005.

     (b) Equipment note, payable in monthly installments of $463 including
     interest of 0.0% per annum through March 2006. The note payable is secured
     by a vehicle.

     (c) Equipment note, payable in monthly installments of $463 including
     interest of 0.0% per annum through March 2006. The note payable is secured
     by a vehicle.

     (d) Equipment note, payable in monthly installments of $402 including
     interest of 6.7% per annum through November 2007. The note payable is
     secured by a vehicle.

      (e) Equipment note, payable in monthly installments of $402 including
     interest of 6.7% per annum through November 2007. The note payable is
     secured by a vehicle.

     (f) The Company entered into two notes as part of the consideration given
     for the purchase of certain assets of Firestone Environmental Services,
     Inc. doing business as Prime Environmental Services Company and Firestone
     Associates, Inc. doing business as Firestone Energy Company. The notes are
     secured by the assets purchased from the two companies. Each seller was
     given a $220,000 note for an aggregate total of $440,000. The notes carry
     an interest rate of 8% and are due in installments through August of 2009.
     The notes have two accelerated principal payments due on April 5, 2005 and
     on October 15, 2005 of $27,500 per note per payment for which the Company
     receives a discount on the principal value of the note of $3,250 per note
     per payment. The balances of the combined notes as of June 30, 2005 were
     $319,412.


                                       15

<PAGE>



     9. CHANGES IN STOCKHOLDERS' EQUITY

     On February 14, 2005 the Company acquired General Environmental Management,
     Inc. through its wholly owned subsidiary, Ultronics Acquisition Corp (UAC).
     Stockholders of General Environmental Management, Inc. received one share
     of Ultronics Corporation for each share of General Environmental
     Management, Inc. In addition, any outstanding warrants or options for
     General Environmental Management, Inc. were immediately converted into
     options or warrants for the purchase of Ultronics Corporation shares of
     Class A voting common stock. The total number of shares outstanding prior
     to the acquisition of General Environmental Management, Inc. were 6,000,000
     for Ultronics and 18,914,408 shares for General Environmental Management,
     Inc.. Immediately after the acquisition there were 24,914,408 shares
     outstanding of Ultronics Class A common stock. On March 15, 2005 the
     shareholders of the Company approved the amendment and restatement of the
     Company's Articles of Incorporation. The restated articles included the
     conversion of all outstanding shares of Class A voting common stock to
     common stock; changed the name of the Company to General Environmental
     Management, Inc.; increased the authorized number of shares of common stock
     to 200,000,000 shares and; authorized 50,000,000 shares of preferred stock
     having a par value of $.001.

     During the first quarter of 2005, 105,000 shares of the Company's common
     stock were issued for cash . The common stock was sold at a price of $1.00
     per share.

     The Company issued $1,405,000 of convertible notes in lieu of common stock
     during the first two quarters ended June 30, 2005 because the Company did
     not have authorized shares available to issue. The notes carried an
     interest rate of eight percent (8%) per annum and, once the Company had, by
     vote of the shareholders, increased the authorized shares of common stock
     to 200 million shares, the notes were subject to mandatory conversion on a
     dollar for dollar basis for principal and accrued interest into common
     stock at a share price of $1.00 per share with a warrant to purchase one
     share of common stock for $1.25 per share of common stock for each $2.00 of
     principal and accrued interest converted to common stock. The terms of the
     conversion were based on the then share price used for private placement of
     common stock for General Environmental Management, Inc. as the price for
     the Company shares on the open market was not representative of the market
     price for the stock because of the limited trading in the stock and the
     fact that the available shares for trading represented approximately 4% of
     the total shares outstanding. On March 15, 2005 the Shareholders of the
     Company approved the increase in authorized shares by amendment and
     restatement of the Company's Articles of Incorporation. Through June 30,
     2005 there were twenty five notes issued totaling $1,405,000. As of June
     30, 2005 all notes, including $18,706 of accrued interest, had been
     converted into 1,423,874 shares of common stock at a price of $1.00 per
     share and 711,946 warrants with an exercise price of $1.25 and expiration
     dates through June 30, 2008.

     The Company also issued $80,000 of convertible promissory notes during the
     second quarter. The notes carried an interest rate of ten percent (10%) per
     annum and provided, at the option of the investor or of the Company at any
     time prior to the maturity date, for conversion of the principal amount of
     the note into the Company's common stock on the basis of one share of
     common stock for each $1.00 in unpaid principal and accrued interest with a
     warrant to purchase one share of common stock for $1.25 per share of common
     stock for each $2.00 of principal and accrued interest converted to common
     stock. On June 30, 2005 the Company compelled the conversion of all notes,
     including $1,693 of accrued interest, into 81,694 shares of common stock at
     a price of $1.00 per share and 40,847 warrants with an exercise price of


                                       16

<PAGE>



     $1.25 and an expiration date of June 30, 2008. In accordance with generally
     accepted accounting principles, the difference between the conversion price
     and the Company's stock price on the date of issuance of the notes was
     considered to be interest expense. As such, the Company recorded $28,000 as
     a debt discount related to this beneficial conversion feature. The company
     also used the black scholes valuation model and determined that the value
     of the warrants issued was $13,667, and recorded such amount as a debt
     discount. During the six months ended June 30, 2005, the company recognized
     the aggregate amount of the recorded debt discount of $41,667 as interest
     expense related to the accretion of the debt discount up to the date of
     conversion.

     During the first quarter of 2005, 2,678 shares of the Company's common
     stock were issued in exchange for legal services. The common stock was
     valued at a price of $1.00 per share.

     See also Note 7(a) for additional shares issued upon conversion of debt.

     10. STOCK OPTIONS AND WARRANTS

     Prior to acquisition by the Company, General Environmental Management, Inc.
     of Delaware's Board of Directors approved and implemented the 2005 Stock
     Option Plan (the plan). The plan authorized option grants to employees and
     other persons closely associated with the Company for the purchase of up to
     2,643,500 shares. Immediately following the approval of the plan the Board
     of Directors of General Environmental Management, Inc. of Delaware granted
     a total of 1,681,500 options to 68 employees and to two consultants. The
     strike price for the options was $1.00 per share and was based on the then
     market for General Environmental Management, Inc. of Delaware's common
     stock based on sales at the time of the award. Under the terms of the
     agreement and plan of merger the options became exercisable into the same
     number of shares in the Company's stock. As discussed in note 2.(l), the
     Company accounts for the stock based incentives under SFAS 123 and as such
     has not recognized compensation costs associated with these option grants.

     Prior to the acquisition by the Company, General Environmental Management,
     Inc. of Delaware had issued warrants through the sale of common stock; the
     issuance of convertible notes, and for services. Under the terms of the
     agreement and plan of merger these warrants became exercisable into the
     same number of shares in the Company's stock on the same terms as issued.
     As of June 30, 2005 there were 6,166,801 warrants outstanding with strike
     prices ranging from $1.00 to $4.00 per share of common stock, and
     expiration dates through August of 2008.

                                                                   Warrants
     Warrants outstanding, January 1, 2005                        5,755,038
     Warrants granted                                             1,671,763
     Warrants exercised                                           1,260,000
                                                                  ---------
     Warrants outstanding, June 30, 2005                          6,166,801
                                                                  ---------

     During the six months ended June 30, 2005 the Company received $353,126 on
     exercise of warrants and granted an additional 1,671,763 at prices ranging
     from $1.00 to $1.25.

     11. COMMITMENTS AND CONTINGENCIES

     LEGAL PROCEEDINGS

     The Company is party to legal proceedings that arise through the normal
     course of business. The outcomes of these proceedings are not expected to
     have a material impact on these financial statements.

     OTHER CONTINGENCIES

     The Company is subject to various regulatory requirements, including the
     procurement of requisite licenses and permits at its facilities and for its
     vehicles and drivers. These licenses and permits, without which the
     Company's operations would be adversely affected, are subject to periodic
     renewal. The Company anticipates that, once a license or permit is issued
     with respect to a facility, the license or permit will be renewed at the
     end of its term if the facility's operations are in compliance with the
     applicable regulatory requirements.

     Under the Company's insurance programs, coverage is obtained for
     catastrophic exposures, as well as those risks required to be insured by
     law or contract. The company retains a certain amount of risk through per
     occurrence deductibles on its insurance policies.


                                       17

<PAGE>

Item 2. Management's Discussion and Analysis of Financial Condition and Results
        of Operations

     FORWARD LOOKING STATEMENTS

     In addition to historical information, this Quarterly Report contains
     forward-looking statements, which are generally identifiable by use of the
     words "believes", "expects", "intends", "anticipates", "plans to",
     "estimates", " projects", or similar expressions. These forward-looking
     statements are subject to certain risks and uncertainties that could cause
     actual results to differ materially from those reflected in these
     forward-looking statements. Factors that might cause such a difference
     include , but are not limited to, those discussed in the section entitled "
     Management's Discussion and Analysis of Financial Condition and Results of
     Operations - Factors That May Affect Future Results". Readers are cautioned
     not to place undue reliance on these forward- looking statements, which
     reflect management's opinions only as of the date hereof. We undertake no
     obligation to revise or publicly release the results of any revision to
     these forward-looking statements. Readers should carefully review the risk
     factors described in other documents the company files from time to time
     with the Securities and Exchange Commission ( the "SEC"), including the
     Quarterly Reports on form 10QSB to be filed by us in the fiscal year 2005.

     OVERVIEW

     Ultronics Corporation (Ultronics) was a non-operating company formed for
     the purpose of evaluating opportunities to acquire an operating company. On
     February 14, 2005 Ultronics acquired General Environmental Management, Inc.
     through a reverse merger between Ultronics Acquisition Corp., a wholly
     owned subsidiary of Ultronics and General Environmental Management, Inc.,
     whereby General Environmental Management, Inc. (GEM) was the surviving
     entity.

     The acquisition was accounted for as a reverse merger (recapitalization)
     with GEM deemed to be the accounting acquirer, and Ultronics Corporation
     the legal acquirer. Accordingly, the historical financial information
     presented in the financial statements is that of GEM as adjusted to give
     effect to any difference in the par value of the issuer's and the
     accounting acquirer stock with an offset to capital in excess of par value.
     The basis of the assets, liabilities and retained earnings of GEM, the
     accounting acquirer, have been carried over in the recapitalization.
     Subsequent to the acquisition, the Company changed its name to General
     Environmental Management, Inc.

     GEM is a fully integrated environmental service firm structured to provide
     EHS compliance services, field services, transportation, off-site
     treatment, and on-site treatment services. Through its services GEM assists
     clients in meeting regulatory requirements for the disposal of hazardous
     and non-hazardous waste. GEM provides its clients with access to GEMWare,
     an internet based software program that allows clients to maintain
     oversight of their waste from the time it leaves their physical control
     until final disposition by recycling, destruction, or landfill. The GEM
     business model is to grow both organically and through acquisitions.

     During 2003 and 2004 GEM acquired the assets of Envectra, Inc., Prime
     Environmental Services, Inc.(Prime) and 100% of the membership interest in
     Pollution Control Industries of California, LLC, now named General
     Environmental Management of Rancho Cordova, LLC. The assets of Envectra,
     Inc. included an internet based integrated environmental management
     software now marketed by the Company as GEMWare. The acquisition of the
     assets of Prime resulted in a significant increase in the revenue stream of
     the company and a presence in the Washington State and Alaska markets
     through Prime's Seattle office. All Prime services are now offered under
     the GEM name. The primary asset of Pollution Control Industries of
     California, LLC was a fully permitted Part B Treatment Storage Disposal
     Facility (TSDF) in Rancho Cordova, California. The facility provides waste
     management services to field service companies and allows the Company to
     bulk and consolidate waste into larger more cost effective containers for
     outbound disposal.

     GEM, prior to the acquisition by the Company, focused its efforts in the
     second half of 2004 on integration of the above noted purchases and on
     continued organic growth. During the first quarter of 2005 the company has
     streamlined its operations to achieve greater efficiencies at the TSDF and
     at its field service operations in both Southern and Northern California,
     the states of Washington and Alaska.

     The accompanying consolidated statements have been prepared assuming that
     the Company will continue as a going concern. The company realized a net
     loss of $3,692,628 during the six months ended June 30, 2005. The Company
     currently has a working capital deficit, and the amount current liabilities
     exceed current assets, of $3,078,890 as of June 30, 2005. There can be no
     assurances that the Company will be successful in eliminating the deficit,
     as such, there is doubt about the Company's ability to continue as a going
     concern.

                                       18

<PAGE>


     THREE AND SIX MONTHS ENDED JUNE 30, 2005 VERSUS THE THREE AND SIX
     MONTHS ENDED JUNE 30, 2004

     Revenues

     Total revenues were $4,246,795 for the three months ended June 30, 2005,
     representing an increase of $2,929,905 or 222% compared to the three months
     ended June 30, 2004. Total revenues were $7,541,256 for the six months
     ended June 30, 2005, representing an increase of $4,778,020 or 173%
     compared to the six months ended June 30, 2004. The increase in revenue can
     be attributed to revenue associated with the acquisition of Prime and the
     TSDF. The Company was successful in offsetting any accounts lost subsequent
     to the acquisitions in mid 2004 with organic growth in sales.

     Cost of Revenues

     Cost of revenues for the three months ended June 30, 2005 were $3,670,251
     or 86% of revenue, as compared to $1,203,841 or 91% of revenue for the
     three months ended June 30, 2004. Cost of revenues for the six months ended
     June 30, 2005 were $6,506,777 or 86% of revenue, as compared to $2,525,946
     or 91% of revenue for the six months ended June 30, 2004. The change in the
     cost of revenue in comparison to prior years is due to increased volume.
     The improvement of the ratio of the cost of revenue to sales over the same
     periods for the prior year resulted from higher margin business related to
     the Prime acquisition and from reduced disposal costs related to the
     economies of scale achieved by bulking waste for disposal at the Company's
     TSDF in Rancho Cordova, California.

     Operating Expenses

     Operating expenses for the three months ended June 30, 2005 were $2,711,040
     or 64% of revenue as compared to $1,064,413 or 81% of revenue for the same
     period in 2004. Operating expenses for the six months ended June 30, 2005
     were $4,473,717 or 59% of revenue as compared to $2,010,219 or 73% of
     revenue for the same period in 2004. The increase in expenses over the
     prior periods is attributable to increased staff from the acquisitions made
     in mid 2004 as well as additional staff hired in anticipation of the
     Company's expansion in the Western region. The Company has incurred higher
     rent expense from the addition of the facility utilized by Prime and higher
     liability insurance because of the increase in sales. The Company has also
     incurred higher professional service fees related to the reverse merger in
     February 2005 and initiating SEC reporting requirements. The improvement in
     the cost as a percentage of revenue resulted from control of expenses and
     the Company's ability to achieve economies of scale during the integration
     of recent acquisitions.

     Depreciation and Amortization

     Depreciation and amortization expenses for the three months ended June 30,
     2005 were $63,475, or 1.5% of revenue, as compared to $18,509, or 1.4% of
     revenue for the same period in 2004. Depreciation and amortization expenses
     for the six months ended June 30, 2005 were $142,813, or 1.9% of revenue,
     as compared to $36,550, or 1.3% of revenue for the same period in 2004. The
     increase in expenses is related to the increase in property, plant and
     equipment from the acquisitions made in 2004.

     Interest Expense

     Interest expense for the three months ended June 30, 2005 were $221,653, or
     5.2% of revenue, as compared to $52,614, or 4.0% of revenue for the same
     period in 2004. Interest expense for the six months ended June 30, 2005



                                       19

<PAGE>



     were $366,752, or 4.9% of revenue, as compared to $104,898, or 3.8% of
     revenue for the same period in 2004. The increase in interest expense is
     due to higher average loan balances outstanding under the Company's
     revolving credit agreement with Gibraltar Financial and the additional debt
     issued as part of the Company's fund raising activities during 2004 and the
     first half of 2005.

     Other Non-Operating Income

     The Company had other non-operating income for the three months ended June
     30, 2005 of $31,320, or 0.7% of revenue, and $1,933 for the same period in
     2004. The Company had other non-operating income for the six months ended
     June 30, 2005 of $107,230, or 1.4% of revenue, and $1,933 for the same
     period in 2004. Non-Operating income for the six months consisted of a one
     time benefit from a legal settlement of approximately $53,000 and
     continuing rental income from the lease of an office building in Rancho
     Cordova, California.

     Net Loss

     The net loss for the three months ended June 30, 2005 was $2,320,186 or 55%
     of revenue as compared to a loss of $1,002,045, or 76.1% of revenue for the
     same period in 2004. The net loss for the six months ended June 30, 2005
     was $3,692,628, or 49% of revenue as compared to a loss of $1,875,894, or
     68% of revenue for the same period in 2004. The loss is attributable to a
     general and administrative infrastructure created in anticipation of a
     larger revenue base to be developed through acquisition and organic growth.

     LIQUIDITY AND CAPITAL RESOURCES

     Cash

     Our primary sources of liquidity are cash provided by operating, investing,
     and financing activities. Net cash used in operations for the three months
     ended June 30, 2005 was $1,090,981 as compared to $841,013 for the same
     period in 2004. Net cash used in operations for the six months ended June
     30, 2005 was $3,371,091 as compared to $987,411 for the same period in
     2004.

     Liquidity

     The Company's capital requirements consist of general working capital
     needs, scheduled principal and interest payments on debt, obligations, and
     capital expenditures. The Company's capital resources consist primarily of
     cash generated from operations and proceeds from issuances of debt and
     common stock. The Company's capital resources are impacted by changes in
     accounts receivable as a result of revenue fluctuations, economic trends
     and collection activities. At June 30, 2005 the company had cash of about
     $19,000. In order to meet the Company's future needs the Company will have
     to raise capital through the issuance of debt and/or common stock.

     Cash Flows for the Six Months Ended June 30, 2005

     Operating activities for the six months ended June 30, 2005 used $3,242,695
     in cash. Accounts receivable, net of allowances for bad debts, totaled
     $3,409,609 as of June 30, 2005 as compared to the December 31, 2004 balance
     of $2,553,447. The increase in accounts receivable is directly related


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<PAGE>


     to the increase in sales over the same period for 2004 as noted above.
     Accounts payable totaled $3,095,171 as of June 30, 2005 as compared to an
     accounts payable balance of $3,408,422 for December 31, 2004. The decrease
     in accounts payable over the prior year was due to the Company's efforts to
     reduce balances outstanding to key vendors.

     The Company used cash for investment in plant property and equipment,
     deposits and in modifications of its permit for its TSDF in Rancho Cordova,
     California totaling approximately $139,801 for the six months ended June
     30, 2005. The company used approximately $3,111,473 in cash for investment
     purposes during the same period in 2004.

     The Company raised $615,837 cash from financing activity, net of repayments
     of debt, through the issuance of debt, common stock and increases in the
     outstanding balances of the Company's revolving line of credit.

     The consolidated  financial statements have been prepared assuming that the
     company will continue as a going concern.  The Company  incurred a net loss
     of  $3,692,628  and utilized  cash in operating  activities  of  $3,242,695
     during the six months ended June 30, 2005. As of June 30 2005,  the Company
     has current  liabilities  exceeding  current  assets by  $3,078,890.  These
     matters raise  substantial doubt about the Company's ability to continue as
     a going concern.

     Management is continuing to raise capital  through the issuance of debt and
     equity.  In addition,  management  believes  that the Company will begin to
     operate  profitably  due to  improved  operational  results,  cost  cutting
     practices,  and the completion of the integration of  acquisitions  made by
     the Company  during  2004.  However,  there can be no  assurances  that the
     Company will be  successful in this regard or will be able to eliminate its
     working capital deficit or operating  losses.  The  accompanying  financial
     statements do not contain any adjustments which may be required as a result
     of this uncertainty.

     STOCKHOLDER MATTERS

     Stockholders' equity was $615,837 on June 30, 2005, or $0.02 per share
     outstanding. On February 14, 2005, in conjunction with the reverse merger
     between Ultronics and GEM, Reed Jensen submitted his resignation as sole
     director of the Company, which became effective March 1, 2005. Mr. Jensen
     as the sole director appointed Tim Koziol as director. On March 1, 2005,
     Tim Koziol appointed John Brunkow, Clyde Rhodes and James Stapleton as
     directors of the Company. The Company held a special meeting of its
     stockholders on March 15, 2005 to approve amended and restated articles of
     incorporation, change the Company's name to General Environmental
     Management, Inc. of Nevada, convert all existing classes of stock to common
     and increase the authorized shares to 250,000,000 of which 50,000,000
     shares were authorized as preferred stock. The stockholders approved the
     matters put before them as noted above.

     CRITICAL ACCOUNTING POLICIES AND ESTIMATES

     The preparation of our consolidated financial statements requires us to
     make estimates that affect the reported amounts of assets, liabilities,
     revenues and expenses. The following are the areas that we believe require
     the greatest amount of estimates in the preparation of our financial
     statements: allowances for doubtful accounts, accruals for disposal costs
     for waste received at our TSDF.

     We establish an allowance for doubtful accounts to provide for accounts
     receivable that may not be collectible. In establishing the allowance for
     doubtful accounts, we analyze specific past due accounts and analyze
     historical trends in bad debts. In addition, we take into account current
     economic conditions. Actual accounts receivable written off in subsequent
     periods can differ materially from the allowance for doubtful accounts
     provided.

     Waste received at the TSDF may be held for a significant period of time in
     order to allow for consolidation into larger more cost effective containers
     for eventual recycling, treatment or disposal. Treatment costs are accrued
     upon the receipt of waste at the TSDF based on the expected container size
     and number of containers to be used in the outbound shipment to the
     disposal vendor. Actual container sizes and numbers of containers used for
     disposal could differ from container sizes and numbers of containers used
     for the accrual of disposal costs. This could result in actual costs of
     disposal being materially different than those originally accrued.


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<PAGE>


     RECENT ACCOUNTING PRONOUNCEMENTS

     STOCK BASED COMPENSATION

     In December 2004 FASB issued SFAS No. 123(R) which revised SFAS No. 123 to
     require a public entity to measure the cost of employee services received
     in exchange for an award of equity instruments based on the grant-date fair
     value of the award (with limited exceptions). That cost will be recognized
     over the period during which an employee is required to provide service in
     exchange for the award--the requisite service period (usually the vesting
     period). No compensation cost is recognized for equity instruments for
     which employees do not render the requisite service. Employee share
     purchase plans will not result in recognition of compensation cost if
     certain conditions are met; those conditions are much the same as the
     related conditions in Statement 123. A public entity will initially measure
     the cost of employee services received in exchange for an award of
     liability instruments based on its current fair value; the fair value of
     that award will be re- measured subsequently at each reporting date through
     the settlement date. Changes in fair value during the requisite service
     period will be recognized as compensation cost over that period. A
     nonpublic entity may elect to measure its liability awards at their
     intrinsic value through the date of settlement. The statement is not
     effective for small business issuers until the first interim or annual
     reporting period beginning after December 15, 2005. The company will adopt
     the requirements of SFAS No. 123(R) beginning fiscal 2006.

     INVENTORY COSTS

     In November, 2004, the FASB issued Statement of Financial Accounting
     standards No. 151, "Inventory Costs". This statement amends the guidance in
     ARB No. 43 Chapter 4 Inventory Pricing, to require items such as idle
     facility costs, excessive spoilage, double freight and re- handling costs
     to be expenses in the current period, regardless if they are abnormal
     amounts or not. This Statement will become effective for the Company in the
     first quarter of 2006. The company is primarily a service provider and as
     such the adoption of SFAS 151 is not expected to have a significant effect
     on the Company's financial statements.

Item 3. Controls and Procedures

     As required by Rule 13a-15 under the Securities Exchange Act of 1934 (the
     "Exchange Act"), we carried out an evaluation of the effectiveness of the
     design and operation of our disclosure controls and procedures as of June
     30, 2005. This evaluation was carried out under the supervision and with
     the participation of our CEO, Mr. Tim Koziol and CFO, Mr. Brett Clark.
     Based upon that evaluation, our CEO and CFO concluded that our disclosure
     controls and procedures are effective in timely alerting management to
     material information relating to us that is required to be included in our
     periodic SEC filings. There have been no significant changes in our
     internal controls or in other factors that could significantly affect
     internal controls subsequent to the date we carried out our evaluation.

     Disclosure controls and procedures are controls and other procedures that
     are designed to ensure that information required to be disclosed in our
     reports filed or submitted under the Exchange Act is recorded, processed,
     summarized and reported, within the time periods specified in the
     Securities and Exchange Commission's rules and forms. Disclosure controls
     and procedures include, without limitation, controls and procedures
     designed to ensure that information required to be disclosed in our reports
     filed under the Exchange Act is accumulated and communicated to management,
     including our CEO and CFO, to allow timely decisions regarding required
     disclosure.





                                       22

<PAGE>





                           PART II - OTHER INFORMATION

Item 1. No litigation other than that in the normal course of business

Item 2. Unregistered Sales of Securities and Use of Proceeds - current report on
        form 8K filed with the commission on May 16, 2005 is incorporated by
        reference.

Item 3. None

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

     (a)  The company held a special shareholders meeting on March 15, 2005

     (b)  None

     (c)  The shareholders voted on three matters as follows:

          1.   Approve the name change of the Company from Ultronics Corporation
               to General Environmental Management, Inc. Results - FOR
               16,752,931; AGAINST 0; ABSTAIN 7,500

          2.   Increase total authorized shares to 250,000,000 of which
               200,000,000 are authorized as common stock and 50,000,000 are
               authorized as preferred stock.
               Results - FOR 16,635,473; AGAINST 92,458; ABSTAIN 32,500

          3.   Approve and adopt amended and restated articles of incorporation.
               Results - FOR 16,669,499; AGAINST 100; ABSTAIN 90,832

               A more complete description of the matters put before the
               shareholders and a copy of the amended and restated articles of
               incorporation can be found in the preliminary proxy statement
               filed with the commission on February 22, 2005.

     (d)  None

Item 5. None




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<PAGE>





     Item 6. Exhibits and Reports

         (a)      Exhibits

     Exhibit 2.1 Plan of purchase, sale, reorganization, arrangement,
          liquidation, or succession - Acquisition of General Environmental
          Management, Inc.; incorporated by reference previously filed on form
          8K with the commission on 12/23/2004

     Exhibit 2.2 Notification of the completio of the acquisition effective
          2/14/05; incorporated by reference previously filed with the
          commission on form 8K on 2/18/05

     Exhibit 22.1 Published report regarding matters submitted to a vote of
          security holders; incorporated by reference filed on PRE 14A filed
          with the commission on 2/22/05

     Exhibit 22.2 Amendments to Articles of Incorporation or Bylaws;
          incorporated by reference and filed with the commission on 3/23/05

     Exhibit 31.1 CEO Certification - Page 29

     Exhibit 32.1 CFO Certification - Page 30

         (b) Reports on Form 8-K
                  1. Report of Acquisition or Disposition of Assets; filed with
                  the commission on 2/18/05
                  2. Departure of Directors or Principal Officers; Election of
                  Directors; Appointment of Principal Officers; filed with the
                  commission on 3/4/05 3. Amendments to Articles of
                  Incorporation or Bylaws; filed with the commission on 3/23/05.
                  4. Financial Statements and Exhibits of businesses acquired;
                  filed with the Commission on 5/6/05 5. Unregistered Sales of
                  Equity Securities; filed with the Commission on 5/16/05 6.
                  Disclosure of Change in the Registrant's Certifying
                  Accountant; filed with the
                  commission on 5/20/05
                  7. Amended Filing of Disclosure of Change in the Registrant's
                  Certifying Accountant; filed with the commission on 6/1/05 8.
                  Disclosure of Departure of Directors or Principal Officers;
                  filed with the commission on 6/17/05 9. Unregistered Sales of
                  Equity Securities; filed with the Commission on 7/5/05 10.
                  Disclosure of Departure of Directors or Principal Officers;
                  filed with the commission on 8/8/05




                                       24

<PAGE>





                                   SIGNATURES

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

                                    GENERAL ENVIRONMENTAL MANAGEMENT, INC



Dated:  August 13, 2005         /s/ Timothy J. Koziol
        ---------------         -------------------------------------
                                Timothy J. Koziol, President, CEO and
                                Chairman of the Board of Directors


Dated:  August 13, 2005        /s/ Brett M. Clark
        ---------------         -------------------------------------
                                Brett M. Clark, Vice President of Finance
                                Chief Financial Officer



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<PAGE>






Exhibit 31.1 CEO Certification

                                CEO CERTIFICATION

I, Timothy J. Koziol certify that:

1.   I have reviewed this quarterly report on Form 1 QSB of General
     Environmental Management, Inc. of Nevada;

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

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

4.   I am responsible for establishing and maintaining disclosure controls and
     procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for
     the small business issuer and have:

     a.   Designed such disclosure controls and procedures, or caused such
          disclosure controls and procedures to be designed under my
          supervision, to ensure that material information relating to the small
          business issuer, including its consolidated subsidiaries, is made
          known to me by others within those entities, particularly during the
          period in which this quarterly report is being prepared;

     b.   Evaluated the effectiveness of the small business issuer's disclosure
          controls and procedures and presented in this report our conclusions
          about the effectiveness of the disclosure controls and procedures, as
          of the end of the period covered by this report based on such
          evaluation; and

     c.   Disclosed in this report any changes in the small business issuer's
          internal control over financial reporting that occurred during the
          small business issuer's most recent fiscal quarter (the small business
          issuer's fourth fiscal quarter in the case of an annual report) that
          has materially affected, or is reasonably likely to materially affect,
          the small business issuer's internal control over financial reporting;
          and

5.   I have disclosed, based on my most recent evaluation, to the small business
     issuer's auditors and the audit committee of small business issuer's board
     of directors (or persons performing the equivalent functions):

     a.   All significant deficiencies and material weaknesses in the design or
          operation of internal control over financial reporting which are
          reasonably likely to adversely affect the small business issuer's
          ability to record, process, summarize and report financial
          information; and

     b.   Any fraud, whether or not material, that involves management or other
          employees who have a significant role in the small business issuer's
          internal control over financial reporting.


Date:    August 13, 2005

                             /s/ Timothy J. Koziol
                         Timothy J. Koziol, President,
                  CEO, and Chairman of the Board of Directors



                                       26

<PAGE>



Exhibit 31.2

                    CERTIFICATION OF CHIEF FINANCIAL OFFICER
                                   PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


I, Brett M. Clark, certify, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the Quarterly
Report on Form 10QSB of General Environmental Management, Inc. for the quarterly
period ending June 30, 2005 fully complies with the requirements of Section
13(a) or 15(d) of the Securities Exchange Act of 1934 and that the information
contained in the Quarterly Report on Form 10QSB fairly presents in all material
respects the financial condition and results of operations of General
Environmental Management, Inc. of Nevada.



Date: August 13, 2005     By: /s/ Bret M. Clark
      ---------------     ---------------------------------------------
                     Brett M. Clark, Vice President of Finance, Chief
                     Financial Officer




                                       27