##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 
 FORM 10-Q
  þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2007
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission File Number 0-21074
 SUPERCONDUCTOR TECHNOLOGIES INC.
  Delaware
(State or other jurisdiction of 
incorporation or organization)
    
    77-0158076
(IRS Employer
Identification No.)
 460 Ward Drive,
Santa Barbara, California 93111-2356
 (805) 690-4500
 
  þ o
  o o þ
 o þ




---



##### 



SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS
    
    
    1WHERE YOU CAN FIND MORE INFORMATION
    
    
    1PART I  FINANCIAL INFORMATIONITEM 1. Financial StatementsCondensed Consolidated Statement of Operations
    
    
    2Condensed Consolidated Balance Sheets
    
    
    3Condensed Consolidated Statement of Cash Flows
    
    
    4Notes to Unaudited Interim Condensed Consolidated Financial Statements.
    
    
    5ITEM 2. Managements Discussion and Analysis of
Financial Condition and Results of Operations
    
    
    16ITEM 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    23ITEM 4. Controls and Procedures
    
    
    23PART II  OTHER INFORMATIONITEM 1. Legal Proceedings
    
    
    23ITEM 1A. Risk Factors
    
    
    24ITEM 2. Unregistered Sales of Equity Securities
    
    
    24ITEM 4. Submission of Matters to a Vote of Security Holders
    
    
    24ITEM 5. Other Information
    
    
    24ITEM 6. Exhibits
    
    
    24SIGNATURE
    
    
    27EXHIBIT 10.1EXHIBIT 31.1EXHIBIT 31.2EXHIBIT 32.1EXHIBIT 32.2
  i




---



##### Table of Contents



SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
 This Report contains forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. You can find many (but not all) of these statements by looking for words such as
approximates, believes, expects, anticipates, estimates, intends, plans would,
may or other similar expressions in this Report. We claim the protection of the safe harbor
contained in the Private Securities Litigation Reform Act of 1995. We caution investors that any
forward-looking statements presented in this Report, or which we may make orally or in writing from
time to time, are based on the beliefs of, assumptions made by, and information currently available
to, us. Such statements are based on assumptions and the actual outcome will be affected by known
and unknown risks, trends, uncertainties and factors that are beyond our control or ability to
predict. Although we believe that our assumptions are reasonable, they are not guarantees of future
performance and some will inevitably prove to be incorrect. As a result, our actual future results
can be expected to differ from our expectations, and those differences may be material.
Accordingly, investors should use caution in relying on past forward-looking statements, which are
based on known results and trends at the time they are made, to anticipate future results or
trends.
 Some of the risks and uncertainties that may cause our actual results, performance or
achievements to differ materially from those expressed or implied by forward-looking statements
include the following: limited assets and a history of losses; limited number of potential
customers; limited number of suppliers for some of our components; no significant backlog from
quarter to quarter; our market is characterized by rapidly advancing technology. For further
discussion of these and other factors see Part I, Item 2, Managements Discussion and Analysis of
Financial Condition and Results of Operations and Part II, Item 1A. Risk Factors in this Report
and in our 2006 Annual Report on Form 10-K .
 This Report and all subsequent written and oral forward-looking statements attributable
to us or any person acting on our behalf are expressly qualified in their entirety by the
cautionary statements contained or referred to in this section. We do not undertake any obligation
to release publicly any revisions to our forward-looking statements to reflect events or
circumstances after the date of this Report .
 
 WHERE YOU CAN FIND MORE INFORMATION
  1




---



##### Table of Contents



PART I  FINANCIAL INFORMATION
 
 Item 1. Financial Statements.
 SUPERCONDUCTOR TECHNOLOGIES INC.
 
 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
  Three Months EndedApril 1, 2006
    
    
    March 31, 2007Net revenues:Commercial product revenues
    
    $
    4,490,000
    
    
    $
    3,534,000Government and other contract revenues
    
    
    342,000
    
    
    
    649,000Sub license royalties
    
    
    8,000
    
    
    
    Total net revenues
    
    
    4,840,000
    
    
    
    4,183,000Costs and expenses:Cost of commercial product revenues
    
    
    3,858,000
    
    
    
    3,902,000Contract research and development
    
    
    304,000
    
    
    
    445,000Other research and development
    
    
    1,301,000
    
    
    
    913,000Selling, general and administrative
    
    
    2,717,000
    
    
    
    1,901,000Total costs and expenses
    
    
    8,180,000
    
    
    
    7,161,000Loss from operations
    
    
    (3,340,000
    )
    
    
    (2,978,000
    )Interest income
    
    
    127,000
    
    
    
    52,000Interest expense
    
    
    (13,000
    )
    
    
    (11,000
    )Net loss
    
    $
    (3,226,000
    )
    
    $
    (2,937,000
    )Basic and diluted loss per common share
    
    $
    (0.26
    )
    
    $
    (0.24
    )Weighted average number of common
shares outstanding
    
    
    12,483,367
    
    
    
    12,483,367
  2




---



##### Table of Contents



SUPERCONDUCTOR
TECHNOLOGIES INC.
 
 CONDENSED
CONSOLIDATED BALANCE SHEETS
 December 31,
    
    
    March 31,2006
    
    
    2007(See Note)
    
    
    (Unaudited)ASSETSCurrent Assets:Cash and cash equivalents
    
    $
    5,487,000
    
    
    $
    3,149,000Accounts receivable, net
    
    
    1,535,000
    
    
    
    1,975,000Inventory, net
    
    
    5,978,000
    
    
    
    4,596,000Prepaid expenses and other current assets
    
    
    507,000
    
    
    
    912,000Total Current Assets
    
    
    13,507,000
    
    
    
    10,632,000Property and equipment, net of accumulated depreciation of
$18,599,000 and $19,134,000, respectively
    
    
    5,770,000
    
    
    
    5,263,000Patents, licenses and purchased technology, net of accumulated
amortization
of $1,391,000 and $1,473,000, respectively
    
    
    2,405,000
    
    
    
    2,359,000Other assets
    
    
    222,000
    
    
    
    216,000Total Assets
    
    $
    21,904,000
    
    
    $
    18,470,000LIABILITIES AND STOCKHOLDERS EQUITYCurrent Liabilities:Accounts payable
    
    $
    1,725,000
    
    
    $
    1,383,000Accrued expenses
    
    
    1,610,000
    
    
    
    1,385,000Current portion of capitalized lease obligations and long term debt
    
    
    14,000
    
    
    
    9,000Total Current Liabilities
    
    
    3,349,000
    
    
    
    2,777,000Other long term liabilities
    
    
    604,000
    
    
    
    589,000Total Liabilities
    
    
    3,953,000
    
    
    
    3,366,000Commitments
and contingencies-Notes 8 and 9Stockholders Equity:Preferred stock, $.001 par value, 2,000,000 shares authorized,
none issued and outstanding
    
    
    
    
    
    
    Common stock, $.001 par value, 250,000,000 shares authorized,
12,483,367 shares issued and outstanding
    
    
    12,000
    
    
    
    12,000Capital in excess of par value
    
    
    208,825,000
    
    
    
    208,915,000Notes receivable from stockholder net
    
    
    (27,000
    )
    
    
    (27,000
    )Accumulated deficit
    
    
    (190,859,000
    )
    
    
    (193,796,000
    )Total Stockholders Equity
    
    
    17,951,000
    
    
    
    15,104,000Total Liabilities and Stockholders Equity
    
    $
    21,904,000
    
    
    $
    18,470,000
 
 3




---



##### Table of Contents



SUPERCONDUCTOR TECHNOLOGIES INC.
 
 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
  Three Months EndedApril 1, 2006
    
    
    March 31, 2007CASH FLOWS FROM OPERATING ACTIVITIES:Net loss
    
    $
    (3,226,000
    )
    
    $
    (2,937,000
    )Adjustments to reconcile net loss to net cash used in
operating activities:Depreciation and amortization
    
    
    713,000
    
    
    
    617,000Warrants-Options
    
    
    51,000
    
    
    
    90,000Provision for excess and obsolete inventories
    
    
    90,000
    
    
    
    90,000Changes in assets and liabilities:Accounts receivable
    
    
    631,000
    
    
    
    (440,000
    )Inventory
    
    
    (1,658,000
    )
    
    
    1,292,000Prepaid expenses and other current assets
    
    
    152,000
    
    
    
    (405,000
    )Patents, licenses and purchased technology
    
    
    (13,000
    )
    
    
    (36,000
    )Other assets
    
    
    38,000
    
    
    
    6,000Accounts payable, accrued expenses and other long-
term liabilities
    
    
    (339,000
    )
    
    
    (583,000
    )Net cash used in operating activities
    
    
    (3,561,000
    )
    
    
    (2,306,000
    )CASH FLOWS FROM INVESTING ACTIVITIES:Purchases of property and equipment
    
    
    (159,000
    )
    
    
    (45,000
    )Proceeds from sale of PP&E
    
    
    
    
    
    
    18,000Net cash used in investing activities
    
    
    (159,000
    )
    
    
    (27,000
    )CASH FLOWS FROM FINANCING ACTIVITIES:Payments on long-term obligations
    
    
    (4,000
    )
    
    
    (5,000
    )Net cash used in financing activities
    
    
    (4,000
    )
    
    
    (5,000
    )Net decrease in cash and cash equivalents
    
    
    (3,724,000
    )
    
    
    (2,338,000
    )Cash and cash equivalents at beginning of period
    
    
    13,018,000
    
    
    
    5,487,000Cash and cash equivalents at end of period
    
    $
    9,294,000
    
    
    $
    3,149,000
  4




---



##### Table of Contents



SUPERCONDUCTOR TECHNOLOGIES INC.
 
 NOTES TO UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
 1. General
     2. Summary of Significant Accounting Policies
 Basis of Presentation
     5




---



##### Table of Contents



Principles of Consolidation
  Cash and Cash Equivalents
  Accounts Receivable
  Revenue Recognition
    Warranties
  Guarantees
  6




---



##### Table of Contents



Research and Development Costs
  Inventories
  Property and Equipment
  Patents, Licenses and Purchased Technology
  Goodwill
   Long-Lived Assets
  Restructuring Expenses
  7




---



##### Table of Contents



Loss Contingencies
  Income Taxes
 Accounting for Uncertainty in
Income Taxes  An Interpretation of FASB Statement No. 109
 Marketing Costs
  Net Loss Per Share
  Stock-based Compensation
   Three Months EndedApril 1, 2006
    
    
    March 31, 2007Expected life in years
    
    
    4.0
    
    
    
    4.0Risk free interest rate
    
    
    4.3
    %
    
    
    4.8
    %Expected volatility
    
    
    95
    %
    
    
    95
    %Dividend yield
    
    
    0
    %
    
    
    0
    %
  8




---



##### Table of Contents



Use of Estimates
  Fair Value of Financial Instruments
  Comprehensive Income (Loss)
  Segment Information
  Certain Risks and Uncertainties
    9




---



##### Table of Contents



Recent Accounting Pronouncements
   3. Short Term Borrowings
   4. Notes Receivable From Stockholder
  5. Stockholders Equity
  10




---



##### Table of Contents



Stock Options
    Weighted
    
    
    
    
    
    WeightedAverage
    
    Number of
    
    AverageNumber of
    
    
    
    
    
    Exercise
    
    Options
    
    ExerciseShares
    
    Price Per Share
    
    Price
    
    Exercisable
    
    PriceBalance at December 31, 2006
    
    
    1,154,941
    
    
    $
    1.43 - $493.75
    
    
    $
    38.33
    
    
    
    1,067,296
    
    
    $
    41.13Granted
    
    
    5,300
    
    
    $
    1.79 - $    2.11
    
    
    $
    1.88Exercised
    
    
    
    
    
    
    
    
    
    
    Canceled
    
    
    (13,385
    )
    
    $
    8.00 - $272.90
    
    
    $
    39.94Balance at March 31, 2007
    
    
    1,146,856
    
    
    $
    1.43 - $493.75
    
    
    $
    38.15
    
    
    
    1,057,618
    
    
    $
    41.03
  Restricted Stock Awards
   11




---



##### Table of Contents



Warrants
  Common SharesTotal and
    
    PriceCurrently
    
    perExercisable
    
    Share
    
    Expiration DateWarrants related to the issuance of common stock
    
    
    140,658
    
    
    
    11.90
    
    
    December 17, 2007*116,279
    
    
    
    29.00
    
    
    June 24, 2008*342,466
    
    
    
    11.10
    
    
    August 16, 2010Warrants related to April 2004 Bridge Loans
    
    
    69,549
    
    
    
    13.30
    
    
    April 28, 2011*  **10,000
    
    
    
    18.50
    
    
    April 28, 2011*Warrants
assumed in connection with the Conductus,
    
    
    109,500
    
    
    
    45.83
    
    
    September 27, 2007Inc. acquisition
    
    
    600
    
    
    
    312.50
    
    
    September 1, 2007Total
    
    
    789,052
 
 *
    
    The terms of these warrants contain net exercise provisions, wherein instead of a cash
exercise holders can elect to receive common stock equal to the difference between the
exercise price and the average closing sale price for common shares over 10-30 days
immediately preceding the exercise date.**
    
    The terms of these warrants contain anti-dilution adjustment provisions. 6. Legal Proceedings
 Settlement of Litigation
  7. Earnings Per Share
  8. Commitments and Contingencies
 Operating Leases
   Capital Leases
  Patents and Licenses
  12




---



##### Table of Contents



OperatingYear ending December 31,
    
    Licenses
    
    
    Leases
    
    
    Capital LeasesRemainder of 2007
    
    $
    150,000
    
    
    $
    959,000
    
    
    $
    9,0002008
    
    
    150,000
    
    
    
    1,304,000
    
    
    
    2009
    
    
    150,000
    
    
    
    1,349,000
    
    
    
    2010
    
    
    150,000
    
    
    
    1,396,000
    
    
    
    2011
    
    
    150,000
    
    
    
    1,313,000
    
    
    
    Thereafter
    
    
    1,200,000
    
    
    
    
    
    
    
    Total payments
    
    $
    1,950,000
    
    
    $
    6,321,000
    
    
    
    9,000Less: amount representing
interest
    
    
    
    
    
    
    
    
    
    
    Present value of minimum lease
    
    
    
    
    
    
    
    
    
    
    9,000Less current portion
    
    
    
    
    
    
    
    
    
    
    (9,000
    )Long term portion
    
    
    
    
    
    
    
    
    
    $
    
 9. Contractual Guarantees and Indemnities
  Warranties
  Intellectual Property Indemnities
  Director and Officer Indemnities and Contractual Guarantees
  13




---



##### Table of Contents



General Contractual Indemnities/Products Liability
  Short Term Borrowings
  Contractual Contingency
  10. Details of Certain Financial Statement Components and Supplemental Disclosures of Cash Flow
Information and Non-Cash Activities
 Balance Sheet Data
 December 31,2006
    
    
    March 31, 2007Accounts receivable:Accounts receivable-trade
    
    $
    1,117,000
    
    
    $
    1,769,000U.S. government accounts receivable-billed
    
    
    493,000
    
    
    
    281,000Less: allowance for doubtful accounts
    
    
    (75,000
    )
    
    
    (75,000
    )$
    1,535,000
    
    
    $
    1,975,000
 December 31,2006
    
    
    March 31, 2007Inventories:Raw materials
    
    $
    2,368,000
    
    
    $
    1,866,000Work-in-process
    
    
    716,000
    
    
    
    502,000Finished goods
    
    
    4,261,000
    
    
    
    3,647,000Less inventory reserve
    
    
    (1,367,000
    )
    
    
    (1,419,000
    )$
    5,978,000
    
    
    $
    4,596,000
 14




---



##### Table of Contents



December 31,2006
    
    
    March 31, 2007Property and Equipment:Equipment
    
    $
    17,187,000
    
    
    $
    17,214,000Leasehold improvements
    
    
    6,732,000
    
    
    
    6,732,000Furniture and fixtures
    
    
    451,000
    
    
    
    451,00024,370,000
    
    
    
    24,397,000Less: accumulated depreciation and amortization
    
    
    (18,599,000
    )
    
    
    (19,134,000
    )$
    5,771,000
    
    
    $
    5,263,000
  December 31,2006
    
    
    March 31, 2007Patents and Licenses:Patents pending
    
    $
    628,000
    
    
    $
    616,000Patents issued
    
    
    899,000
    
    
    
    947,000Less accumulated amortization
    
    
    (286,000
    )
    
    
    (300,000
    )Net patents issued
    
    
    613,000
    
    
    
    647,000Licenses
    
    
    563,000
    
    
    
    563,000Less accumulated amortization
    
    
    (100,000
    )
    
    
    (108,000
    )Net licenses
    
    
    463,000
    
    
    
    455,000Purchased technology
    
    
    1,706,000
    
    
    
    1,706,000Less accumulated amortization
    
    
    (1,005,000
    )
    
    
    (1,065,000
    )Net purchased technology
    
    
    701,000
    
    
    
    641,000$
    2,405,000
    
    
    
    2,359,000
  December 31,
    
    
    March 31, 20072006Accrued Expenses and Other Long TermLiabilities:Salaries Payable
    
    $
    287,000
    
    
    $
    164,000Compensated Absences
    
    
    379,000
    
    
    
    420,000Compensation related
    
    
    299,000
    
    
    
    80,000Warranty reserve
    
    
    428,000
    
    
    
    423,000Lease abandonment costs
    
    
    8,000
    
    
    
    8,000Product line exit costs
    
    
    319,000
    
    
    
    319,000Deferred Rent
    
    
    390,000
    
    
    
    387,000Other
    
    
    104,000
    
    
    
    173,0002,214,000
    
    
    
    1,974,000Less current portion
    
    
    (1,610,000
    )
    
    
    (1,385,000
    )Long term portion
    
    $
    604,000
    
    
    $
    589,000
 15




---



##### Table of Contents



For the three months ended,April 1,2006
    
    
    March 31, 2007Warranty Reserve Activity:Beginning balance
    
    $
    491,000
    
    
    $
    428,000Additions
    
    
    36,000
    
    
    
    28,000Deductions
    
    
    (80,000
    )
    
    
    (33,000
    )Change in estimate relating to previous warranty accruals
    
    
    
    
    
    
    Ending balance
    
    $
    447,000
    
    
    $
    423,000Lease Abandonment Costs:Beginning balance
    
    $
    225,000
    
    
    $
    8,000Additions
    
    
    
    
    
    
    Deductions
    
    
    (217,000
    )
    
    
    Ending balance
    
    $
    8,000
    
    
    $
    8,000Product Line Exit Costs:Beginning balance
    
    $
    402,000
    
    
    $
    319,000Additions
    
    
    
    
    
    
    Deductions
    
    
    (83,000
    )
    
    
    Ending balance
    
    $
    319,000
    
    
    $
    319,000Severance Costs:Beginning balance
    
    $
    32,000
    
    
    
    Additions
    
    
    81,000
    
    
    
    Deductions
    
    
    (81,000
    )
    
    
    Ending balance
    
    $
    32,000
    
    
    
    
 
 Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
 General
     SuperLink
  AmpLink
  SuperPlex
 16




---



##### Table of Contents



Recent Developments
 Settlement of Shalvoy Litigation
  U.S. Air Force Contract
  Critical Accounting Policies and Estimates
   17




---



##### Table of Contents



18




---



##### Table of Contents



Backlog
  Results of Operations
 Quarter Ended March 31, 2007 as compared to the Quarter Ended April 1, 2006
       For the quarters endedApril 1, 2006
    
    
    March 31, 2007(Dollars in thousands)Net commercial product sales
    
    $
    4,490
    
    
    
    100.0
    %
    
    $
    3,534
    
    
    
    100.0
    %Total cost of commercial
product sales
    
    
    3,858
    
    
    
    85.9
    %
    
    
    3,902
    
    
    
    110.4
    %Gross profit
    
    $
    632
    
    
    
    14.1
    %
    
    $
    (368
    )
    
    
    (10.4
    %)
  19




---



##### Table of Contents



Settlement of Litigation
     Liquidity and Capital Resources
 Cash Flow Analysis
      Financing Activities
  20




---



##### Table of Contents



Contractual Obligations and Commercial Commitments
  
    
    Capital Lease Obligations
  
    
    Operating Lease Obligations
  
    
    Patents and Licenses
  
    
    Purchase Commitments
  
    
    Quantitative Summary of Contractual Obligations and Commercial Commitments
  Payments Due by PeriodContractual Obligations
    
    Total
    
    
    Less than 1 year
    
    
    2-3 years
    
    
    4-5 years
    
    
    After 5 yearsCapital lease obligations
    

    $
    9,000
    
    
    $
    9,000
    
    
    $
    
    
    
    $
    
    
    
    $
    Operating leases
    
    
    6,321,000
    
    
    
    1,284,000
    
    
    
    2,676,000
    
    
    
    2,361,000
    
    
    
    Minimum license
commitment
    
    
    1,950,000
    
    
    
    150,000
    
    
    
    300,000
    
    
    
    300,000
    
    
    
    1,200,000Fixed asset and
inventory purchase
commitments
    
    
    1,434,000
    
    
    
    1,434,000
    
    
    
    
    
    
    
    
    
    
    
    Total contractual cash
obligations
    
    $
    9,714,000
    
    
    $
    2,877,000
    
    
    $
    2,976,000
    
    
    $
    2,661,000
    
    
    $
    1,200,000
 Capital Expenditures
  Future Liquidity
  21




---



##### Table of Contents



Net Operating Loss Carryforward
    Recent Accounting Pronouncements
   Forward-Looking Statements
  22




---



##### Table of Contents




    
    fluctuations in product demand from quarter to quarter which can be significant,
    
    the impact of competitive filter products, technologies and pricing,
    
    manufacturing capacity constraints and difficulties,
    
    market acceptance risks, and
    
    general economic conditions.
 Risk Factors
 
 Item 3. Quantitative and Qualitative Disclosures About Market Risk.
 Managements Discussion and Analysis of
Financial Condition and Results of Operations  Market Risk
 
 Item 4. Controls and Procedures.
 Evaluation of Disclosure Controls and Procedures
   Changes in Internal Controls
   
 PART II  OTHER INFORMATION
 
 Item 1. Legal Proceedings.
 Settlement of Litigation
  Routine Litigation
  23




---



##### Table of Contents



Item 1A. Risk Factors.
  
 Item 2. Unregistered Sales of Equity Securities.
   
 Item 4. Submission of Matters to a Vote of Security Holders.
  
 Item 5. Other Information.
 (a)
    
    Additional Disclosures.None.(b)
    
    Stockholder Nominations.
 www.sec.gov
 
 Item 6. Exhibits.
 Number
    
    Description of Document3.1
    
    Amended and Restated Certificate of Incorporation of the Company (1)3.2
    
    Certificate of Amendment of Restated Certificate of Incorporation (2)3.3
    
    Certificate of Amendment of Restated Certificate of Incorporation (3)3.4
    
    Amended and Restated Bylaws of the Registrant(4)4.1
    
    Form of Common Stock Certificate (5)4.2
    
    Third Amended and Restated Stockholders Rights Agreement (6)4.3
    
    Warrant Issued to PNC Bank, National Association in connection with Credit Agreement
(6)4.4
    
    Warrant Purchase Agreement dated December 1, 1999 with PNC Bank (7)4.5
    
    Warrant Purchase Agreement dated January 12, 2000 with PNC Bank (7)4.6
    
    Certificate of Designations, Preferences and Rights of Series E Convertible Stock (8)4.7
    
    Securities Purchase Agreement dated as of September 29, 2000 between the Company and
RGC International Investors, LDC. (Exhibits and Schedules Omitted) (8)4.8
    
    Registration Rights Agreement dated as of September 29, 2000 between the Company and
RGC International Investors, LDC. (8)4.9
    
    Initial Stock Purchase Warrant dated as of September 29, 2000 between the Company
and RGC International Investors, LDC. (8)4.10
    
    Incentive Stock Purchase Warrant dated as of September 29, 2000 between the Company
and RGC International Investors, LDC. (8)4.11
    
    Registration Rights Agreement, dated March 6, 2002 (9)4.12
    
    Warrants to Purchase Shares of Common Stock, dated March 11, 2002 (9)4.13
    
    Registration Rights Agreement dated October 10, 2002 (10)4.14
    
    Warrants to Purchase Common Stock dated October 10, 2002 (10)4.15
    
    Common Stock Purchase Agreement, dated March 8, 2002 between Conductus, Inc. and the
investors signatory thereto (11)
 24




---



##### Table of Contents



Number
    
    Description of Document4.16
    
    Warrant to Purchase Common Stock, dated March 8, 2002 by Conductus, Inc. to certain
investors (12)4.17
    
    Registration Rights Agreement, dated March 26, 2002, between Conductus, Inc. and
certain investors (12)4.18
    
    Warrant to Purchase Common Stock, dated August 7, 2000, issued by Conductus to
Dobson Communications Corporation (13)4.19
    
    Form of Series B Preferred Stock and Warrant Purchase Agreement dated September 11,
1998 and September 22, 1998 between Conductus and Series B Investors (14)4.20
    
    Form of Warrant to Purchase Common Stock between Conductus and Series B investors,
dated September 28, 1998, issued by Conductus in a private placement (14)4.21
    
    Form of Series C Preferred Stock and Warrant Purchase Agreement, dated December 10,
1999, between Conductus and Series C Investors (15)4.22
    
    Form of Warrant Purchase Common Stock between Conductus and Series C investors,
dated December 10, 1999, issued by Conductus in a private placement (15)4.23
    
    Form of Warrant to Purchase Common Stock dated March 28, 2003, issued to Silicon
Valley Bank (16)4.24
    
    Form of Warrant (16)4.25
    
    Form of Registration Rights Agreement (17)4.26
    
    Agility Capital Warrant dated May 2004 (18)4.27
    
    Silicon Valley Bank Warrant dated May 2004(18)4.28
    
    Form of Warrant dated August 2005 (19)10.1
    
    Agreement dated April 20, 2007 with U.S. Air Force(*)31.1
    
    Statement of CEO Pursuant to 302 of the Sarbanes-Oxley Act of 2002 (*)31.2
    
    Statement of Principal Financial Officer Pursuant to 302 of the Sarbanes-Oxley Act
of 2002 (*)32.1
    
    Statement of CEO Pursuant to 906 of the Sarbanes-Oxley Act of 2002 (*)32.2
    
    Statement of Principal Financial Officer Pursuant to 906 of the Sarbanes-Oxley Act
of 2002 (*)
 
 (1)
    
    Incorporated by reference from the Registrants Quarterly Report on Form 10-Q filed for the
quarter ended April 3, 1999.(2)
    
    Incorporated by reference from the Registrants Quarterly Report on Form 10-Q filed for the
quarter ended June 30, 2001.(3)
    
    Incorporated by reference from Registrants Form 8-K dated March 13, 2006(4)
    
    Incorporated by reference from Registrants Form 8-K dated May 25, 2005.(5)
    
    Incorporated by reference from the Registrants Registration Statement on Form S-1 (Reg. No.
33-56714).(6)
    
    Incorporated by reference from the Registrants Quarterly Report on Form 10-Q filed for the
quarter ended July 3, 1999.(7)
    
    Incorporated by reference from the Registrants Registration Statement on Form S-8 (Reg. No.
333-90293).(8)
    
    Incorporated by reference from the Registrants Annual Report on Form 10-K for the year ended
December 31, 1999.(9)
    
    Incorporated by reference from Registrants Annual Report on Form 10-K for the year ended
December 31, 2001.(10)
    
    Incorporated by reference from the Registrants Current Report on Form 8-K, filed October 2,
2002.(11)
    
    Incorporated by reference from the Registrants Annual Report on Form 10-K filed for the year
ended December 31, 1997.(12)
    
    Incorporated by reference from the Conductus, Inc.s Registration Statement on Form S-3 (Reg.
No. 333-85928) filed on April 9, 2002.(13)
    
    Incorporated by reference from Conductus, Inc.s Quarterly Report on Form 10-Q, filed with
the SEC on November 16, 1998.(14)
    
    Incorporated by reference from Conductus, Inc.s Annual Report on Form 10-K for the year
ended December 31, 1999.(15)
    
    Incorporated by reference from Conductus, Inc.s Annual Report on Form 10-K for the year
ended December 31, 1999.(16)
    
    Incorporate by reference from Registrants Quarterly Report on Form 10-Q for the quarter
ended March 29, 2003.(17)
    
    Incorporated by reference from Registrants Current Report on Form 8-K filed June 25, 2003.(18)
    
    Incorporated by reference from Registrants Registration Statement of Form S-3 (Reg.
333-89184).(19)
    
    Incorporated by reference from Registrants Form 8-K dated August 10, 2005.*
    
    Filed herewith. 25




---



##### Table of Contents



SIGNATURES
  SUPERCONDUCTOR TECHNOLOGIES INC.Dated: May 14, 2007
    
    /s/ William J. BuchananWilliam J. BuchananController/s/ Jeffrey A. QuiramJeffrey A. QuiramPresident and Chief Executive Officer
 26