UNITED STATES
                  SECURITIES AND EXCHANGE COMMISSION
                        Washington, DC   20549

                              FORM 10-QSB


(Mark One)

XX  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
--- ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2007

    TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
---  ACT OF 1934 FOR THE TRANSITION PERIOD FROM _______ TO ______.

    Commission file number        000-27503
                             ____________________


                      DYNASIL CORPORATION OF AMERICA

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


          New Jersey                            22-1734088
        --------------             -------------------------------
  (State or other jurisdiction        (IRS Employer Identification No.)
     of incorporation)


               385 Cooper Road, West Berlin, New Jersey, 08091

        ----------------------------------------------------------
                 (Address of principal executive offices)

                             (856) 767-4600
            --------------------------------------------------
            (Registrant's telephone number, including area code)

Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such reports)
and (2) has been subject to such filing requirements for the past 90 days)

Yes  XX      No
    ----         ----


The Company had 6,114,718 shares of common stock, par value
$.0005 per share, outstanding as of May 7, 2007.


                                  1
<PAGE>
            DYNASIL CORPORATION OF AMERICA AND SUBSIDIARIES
                                INDEX


                                                                    PAGE
PART 1.   FINANCIAL INFORMATION
----

  ITEM 1.   FINANCIAL STATEMENTS

            DYNASIL CORPORATION OF AMERICA AND SUBSIDIARIES
            -----------------------------------------------

            CONSOLIDATED BALANCE SHEETS AS OF MARCH 31, 2007
            AND SEPTEMBER 30, 2006                                    3

            CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE
            AND SIX MONTHS ENDED MARCH 31, 2007 AND 2006              4

            CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE
            SIX MONTHS ENDED MARCH 31, 2007 AND 2006                  5

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS                6


  ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS                     11

  ITEM 3.   CONTROLS AND PROCEDURES                                  15


PART II.    OTHER INFORMATION                                        15

   ITEM 1.   LEGAL PROCEEDINGS                                       15

   ITEM 2.   CHANGES IN SECURITIES                                   15

   ITEM 3.   DEFAULTS ON SENIOR SECURITIES                           16

   ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS     16

   ITEM 5.   OTHER INFORMATION                                       16

   ITEM 6    EXHIBITS AND REPORTS ON FORM 8-K                        16

      SIGNATURES                                                     17

                                     2
<PAGE>
DYNASIL CORPORATION OF AMERICA AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
                                     ASSETS
<TABLE>
<S>                                                      <C>          <C>
                                                          March 31     September 30
                                                            2007          2006
                                                          (Unaudited)
                                                          ----------    ----------
Current assets
   Cash and cash equivalents                               $ 259,559     $ 352,139
   Accounts receivable, net of allowance for doubtful
     accounts of $34,167 and $12,530 for March 31,
     2007 and September 30, 2006, respectively            1,474,833      1,086,394
     Inventories                                          1,417,054      1,131,648
     Deferred tax asset                                      87,400         61,500
     Prepaid expenses and other current assets              187,180        128,957
                                                          ----------    ----------
        Total current assets                              3,426,026      2,760,638

Property, Plant and Equipment, net                        2,374,227        626,790

Other Assets                                                 87,687         78,812
                                                          ----------    ----------
        Total Assets                                     $5,887,940     $3,466,240
                                                          ==========    ==========

                 LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
        Note payable to bank- Line of credit               $407,251       $190,000
   Current portion - long term debt                          98,906         72,482
   Accounts payable                                         436,590        390,110
   Accrued expenses                                         551,451        368,977
                                                          ----------    ----------
        Total current liabilities                         1,494,198      1,021,569

Long-term Debt, net                                       1,594,095        593,889


Stockholders' Equity
   Common Stock, $.0005 par value, 25,000,000 shares
    authorized, 6,923,183 and 4,698,453 shares issued,
    6,113,023 and 3,888,293 shares outstanding                3,462          2,350

   Preferred Stock, $.001 par value, 10,000,000  Shares         710            700
    authorized, -0- and 700,000 Series A shares and
    710,000 and -0- shares Series B shares issued and
    outstanding for March 31, 2007 and September 30,
    2006 respectively, 10% cumulative, convertible

   Additional paid in capital                             2,978,802      2,100,098
   Retained earnings                                        803,015        733,976
                                                          ----------    ----------
                                                          3,785,989      2,837,124

   Less 810,160 shares in treasury - at cost               (986,342)      (986,342)
                                                          ----------    ----------
        Total stockholders' equity                        2,799,647      1,850,782
                                                          ----------    ----------
        Total Liabilities and Stockholders' Equity       $5,887,940     $3,466,240
                                                          ==========    ==========

</TABLE>
                                       3
<PAGE>

DYNASIL CORPORATION OF AMERICA AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)


<TABLE>
<S>                                   <C>                          <C>
                                        Three Months Ended    Six Months Ended
                                             March 31            March 31
                                         2007        2006        2007      2006
                                       ----------  ---------  ----------  ---------
Sales                                  $3,003,216 $1,665,496  $5,539,512 $3,213,536
Cost of Sales                           2,144,767  1,072,295   4,028,630  2,142,192
                                       ----------  ---------  ----------  ---------
                                          858,449    593,201   1,510,882  1,071,344
Selling, general and administrative       715,962    486,640   1,321,429    913,298
                                       ----------  ---------  ----------  ---------
Income from Operations                    142,487    106,561     189,453    158,046
Interest expense - net                    (18,672)   (18,709)    (33,670)   (39,244)
                                       ----------  ---------  ----------  ---------
Income before Income Taxes                123,815     87,852     155,783    118,802
Income Tax                                (11,586)    (5,971)    (20,655)   (11,496)
                                       ----------  ---------  ----------  ---------
Net income                               $112,229    $81,881    $135,128   $107,306
                                       ==========   =========  ==========  =========

Net income per share
  Basic                                   $0.02        $0.02      $0.02      $0.02
  Diluted                                 $0.02        $0.01      $0.01      $0.01

Weighted average shares outstanding     4,943,093   3,846,542   4,599,067  3,807,660

</TABLE>

                                     4
<PAGE>
DYNASIL CORPORATION OF AMERICA AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)

<TABLE>
<S>                                                          <C>         <C>
                                                              Six months Ended
                                                                 March 31,
                                                               2007        2006
                                                            -----------  -----------
Cash flows from operating activities:
    Net income                                              $  135,128   $  107,306
    Adjustments to reconcile net income
     to net cash provided by (used in)operating activities:
       Depreciation                                            165,392      102,000
       Amortization expense                                      7,806       13,602
       Gain on disposal of assets                                 -0-        (2,000)
       Stock based compensation                                 11,366         -0-
       Allowance for doubtful accounts                          21,637       10,998
 (Increase) decrease in:
         Accounts receivable                                  (127,501)      36,576
         Inventories                                          (210,195)    (166,334)
         Prepaid expenses and other current asset              (19,065)     (14,772)
 Increase (decrease) in:
         Accounts payable and accrued expenses                (250,803)      82,789
                                                              ---------  ----------
Net cash provided by (used in) operating activities           (266,235)     170,165
                                                              ---------  ----------
Cash flows from investing activities:
     Acquisition of property, plant and equipment             (123,206)     (56,968)
Proceeds from sale of assets                                      -0-         2,000
Cash paid for acquisition of EMF                              (674,890)        -0-
                                                              ---------  ----------
Net cash used in investing activities                         (798,096)     (54,968)
                                                              ---------  ----------
Cash flows from financing activities:
Issuance of common stock                                       168,461       41,270
Issuance of preferred stock                                    700,000         -0-
Payments on long-term debt                                     (47,778)     (68,562)
Proceeds from refinanced long-term debt                        174,816          457
Payments on short-term debt                                   (227,278)        -0-
Proceeds from short-term debt                                  251,870         -0-
Deferred financing costs incurred                                -0-        (41,464)
Preferred stock dividends paid                                 (48,340)     (35,000)
                                                              ---------  ----------
Net cash provided by (used in) financing activities            971,751     (103,299)
                                                              ---------  ----------
Net increase (decrease) in cash                                (92,580)      11,898

Cash - beginning of period                                     352,139      308,210
                                                              ---------  ----------
Cash - end of period                                          $ 259,559   $ 320,108
                                                              ========== ===========
  Supplemental Disclosure of cash flow information:
  Non-cash investing and financing activities:
    Acquisition of EMF Corporation on October 2, 2006
       Fair market value of current assets acquired            $ 468,300
       Property, plant and equipment                           1,789,621
       Fair market value of liabilities assumed               (1,063,031)
           Total cost of acquisition                           1,194,890
       Debt incurred to pay seller                              (520,000)
                                                              ----------
       Net Cash paid for EMF Corporation                      $  674,890
</TABLE>

                                                      5
<PAGE>


DYNASIL CORPORATION OF AMERICA AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)(Continued)

                                                           2007     2006

     Reconciliation of debt refinancing activities:
       Proceeds of new loans for New Jersey operations    $ -0-  $449,346
       Repayment of old New Jersey Term Loan                -0-   448,889
                                                          ------  -------
         Net Proceeds of refinancing activity             $ -0-  $    457


         Preferred stock dividends declared              $66,090  $35,000
         Less dividends payable at March 31              (17,750) $  -0-
                                                          ------  -------
         Net cash paid for dividends                     $48,340  $35,000


To  partially  fund  the acquisition of Evaporated  Metal  Films
Corporation  ("EMF"),  the  Company  issued  710,000  shares  of
preferred  stock,  valued  at $1.00 per  share,  incurred  stock
issuance costs of $10,000 and received net proceeds of $700,000.

On  October  2, 2006, concurrently with the acquisition  of  EMF
Corporation,   EMF   borrowed  $1,050,000,  which   amount   was
guaranteed  by the Company.  The proceeds were used as  follows:
1)  repayment of assumed liabilities of $338,161 at closing,  2)
payment  of  the balance due the seller of $520,000 directly  by
the  bank at closing, 3) payment of transaction costs of $17,023
at  closing, and 4) the remaining balance of $174,816  was  used
for working capital purposes.

DYNASIL CORPORATION OF AMERICA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

Note 1 - Basis of Presentation

     The consolidated balance sheet as of September 30, 2006 was
audited and appears in the Form 10-KSB previously filed by the
Company.  The consolidated balance sheet as of March 31, 2007
and the consolidated statements of operations and cash flows for
the three and six months ended March 31, 2007 and 2006, and the
related information contained in these notes have been prepared
by management without audit.  In the opinion of management, all
adjustments (which include only normal recurring items)
necessary to present fairly the financial position, results of
operations and cash flows in conformity with generally accepted
accounting principles as of March 31, 2007 and for all periods
presented have been made.  Interim operating results are not
necessarily indicative of operating results for a full year.

     On October 2, 2006, Dynasil acquired 100% of the stock of
Evaporated Metal Films Corporation ("EMF") of Ithaca, NY.  EMF
provides optical thin-film coatings for a broad range of
application markets including display systems, optical
instruments, satellite communications and lighting.  EMF
provides products and services to optics markets which are
related to those served by Dynasil. Dynasil's financial
statements at March 31, 2007 include the EMF results of
operations since October 2, 2006.

     Certain information and note disclosures normally included
in the Company's annual financial statements prepared in
accordance with generally accepted accounting principles have
been condensed or omitted.  It is suggested that these condensed
consolidated financial statements be read in conjunction with
the financial statements and notes thereto included in the
Company's September 30, 2006 Annual Report on Form 10-KSB
previously filed by the Company with the Securities and Exchange
Commission.

                                    6
<PAGE>
DYNASIL CORPORATION OF AMERICA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

Note 2 - Business Acquisition

      On  October 2, 2006, the Company completed its acquisition
of  all of the outstanding capital stock of EMF in a transaction
accounted for as a purchase.  Total cost of the acquisition  was
$1,194,890  of  which $1.1 million was paid to the  seller,  and
$94,890  represented  acquisition  costs  incurred.   From   the
proceeds  of the issuance of 710,000 shares of Preferred  Stock,
Dynasil  paid  $580,000  in cash to the seller,  incurred  stock
issuance costs of $10,000 and incurred acquisition related costs
of  approximately  $94,890.  Also  on  October  2,  2006,  in  a
concurrent  bank transaction, EMF borrowed $1,050,000  of  which
$338,161 was used to retire assumed EMF debt, $520,000 was  paid
directly  to the seller at settlement, $17,023 was used  to  pay
transaction costs and the remaining funds of $174,816 were  used
for  working  capital  purposes.  The total  purchase  price  of
approximately $1,194,890 has been allocated to the tangible  and
identifiable intangible assets acquired and liabilities  assumed
on  the  basis of their estimated fair values.   The results  of
operations  of  EMF  have  been  included  in  the  consolidated
financial statements from October 2, 2006, the effective date of
acquisition.   The  allocation of purchase price  is  summarized
below:

Purchase price:

     Total consideration to seller           $1,100,000
     Acquisition costs incurred              $   94,890
                                              ---------
     Total purchase price                    $1,194,890
                                              =========

Purchase price allocation:

     Cash and cash equivalents               $   45,457
     Accounts receivable                        282,575
     Inventories                                 75,211
     Prepaid expenses and other current assets   65,057
     Property and equipment                   1,789,621
     Current liabilities assumed             (  443,158)
     Other liabilities assumed               (   74,227)
     Debt assumed                            (  545,646)
                                              ---------
Net fair value of assets acquired            $1,194,890
                                              =========

The following is the proforma financial information of the
Company for the six months ended March 31, 2006 assuming the
transaction had been consummated at the beginning of the fiscal
year ended September 30, 2006:

                                         For the six
                                         Months ended
                                        March 31, 2006
                                         (Unaudited)

Statement of Operations:
Revenues                                 $4,638,960
Cost of Sales                             3,137,224
                                          ---------
Gross Profit                              1,501,736

Operating Expenses                        1,293,609
                                          ---------
Income from Operations                      208,127
Interest Expense                             54,033
                                          ---------
Income before taxes                         154,094
Provision for income taxes                   11,496
                                          ---------
Net Income                                 $142,598
                                          =========


                                   7
<PAGE>

DYNASIL CORPORATION OF AMERICA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

Earnings per Share:
  Basic                                 $      0.02
  Diluted                               $      0.02

Note 3 - Debt

On October 2, 2006, in conjunction with the EMF acquisition, EMF
entered into Mortgage Note and Line of Credit Note Agreements
with Tompkins Trust Company ("TTC") which were guaranteed by
Dynasil.  The guaranteed loans include (a) a $1,050,000
principal amount commercial mortgage (the "mortgage") and (b) a
$215,000 principal amount line of credit facility (the "line of
credit"). Proceeds of the mortgage were used to repay certain
EMF debts, to pay for part of the acquisition of EMF and for
working capital purposes. Proceeds of the line of credit will be
used for general corporate purposes. The applicable borrowing
documents were entered into at arms-length between EMF and
Dynasil, on the one hand, and TTC, on the other hand, on
commercial lending terms and conditions, including acceleration
rights, events of default, TTC's rights and remedies and similar
provisions that Dynasil believes are customary for commercial
loans of this sort. In connection with the loan transactions,
EMF and Dynasil executed and delivered to TTC customary forms of
notes, mortgage, security agreement, assignment of leases and
rents, and similar documents.  The mortgage provides for
repayment over a 20 year period at a fixed annual interest rate
of 7.80% for the first 5 years, reset to a fixed annual interest
rate of 2.80 percentage points over
the Federal Home Loan Bank of New York Advance Rate for five-
year maturities at five year intervals.  The term loan is
secured by a first mortgage on EMF's real estate, equipment, and
fixtures, as well as Dynasil's guarantee.  The line of credit
has a term running until December 22, 2010 and carries an annual
interest rate of one-half percent over The Wall Street Journal
Prime Rate of interest, which is adjusted monthly. It is secured
by EMF's real estate, equipment and fixtures, as well as
Dynasil's guarantee.

Note 4 - Convertible Preferred Stock

On October 2, 2006, the Company sold 710,000 shares of a Series
B 10% Cumulative Convertible Preferred Stock in a private
placement. The stock was sold at a price of $1.00 per share.
Total expenses for the stock placement were $10,000.  No
underwriting discounts or commissions were paid in connection
with the sale.  Each share of preferred stock carries a 10% per
annum dividend and is convertible to 1.33 shares of common stock
at any time by the holders and is callable after two years by
Dynasil at a redemption price of $1.00 per share. Proceeds of
the preferred stock sale were primarily used to acquire the
capital stock of EMF and for related acquisition costs.

On March 9, 2007, the company issued an aggregate of 1,555,540
shares of its
Common Stock, $.0005 par value per share, as a result of the
exercise of the conversion rights by holders of 700,000 shares
of Dynasil's Series A 10% Cumulative Convertible Preferred Stock
(the "Series A Preferred Shares"). Dynasil had previously called
all of the Series A Preferred Shares for redemption on March 9,
2007. All of the shares of the Series A Preferred Shares that
were called for redemption were converted to shares of common
stock.

Note 5 - Inventories

     Inventories are stated at the lower of average cost or
market.  Cost is determined using the first-in, first-out (FIFO)
method.  Inventories consist primarily of raw materials, work-in-
process and finished goods.  The Company evaluates inventory
levels and expected usage on a periodic basis and records
adjustments for impairments as required.
                                    8
<PAGE>
DYNASIL CORPORATION OF AMERICA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

Inventories consisted of the following:

                              March 31, 2006       September 30, 2006
                           -----------------       ------------------
        Raw Materials           $852,620                 $600,451
        Work-in-Process          298,636                  259,425
        Finished Goods           265,798                  271,772
                                 -------                  -------
                              $1,417,054               $1,131,648
                                 =======                  =======
Note 6 - Net Income Per Share

     Basic net income per share is computed using the weighted
average number of common shares outstanding. The dilutive
effects of potential common shares outstanding are included in
diluted net earnings per share.

Note 7 - Stock Based Compensation

     Prior to October 1, 2006, the Company accounted for stock
options issued under the Plan under the recognition and
measurements provisions of APB Opinion No. 25, Accounting for
Stock Issued to Employees, and related interpretations, as
permitted by FASB Statement No. 123, Accounting FOR stock Based
Compensation ("SFAS No. 123").

     Effective October 1, 2006, the Company adopted the fair
value recognition provisions of FASB Statement No. 123 (revised
2004), "Share-Based Payment", ("SFAS 123(R)") which requires the
measurement and recognition of compensation expense for all
stock-based payments awards made to employees and directors,
including employee stock options, based on estimated fair
values.  We had previously applied Accounting Principles Board
Opinion No. 25, "Account for Stock Issued Employees," ("APB 25")
and related Interpretations and provided the required pro forma
disclosures of State of Financial Accounting Standards No. 123,
"Accounting for Stock Based Compensation ("SFAS 123") which was
superceded by SFAS 123(R).  The Company has also applied the
provisions of Staff Accounting Bulletin No. 107 ("SAB 107") in
the adoption of SFAS 123(R).

     We elected to adopt the modified prospective application
transition method as provided by SFAS 123(R).  In accordance
with the modified prospective transition method, consolidated
financial statements for prior periods have not been restated to
reflect, and do not include, the impact of SFAS 123(R).  Under
that transition method, compensation cost recognized in the six
months ended March 31, 2007 includes: (a) compensation cost for
all share-based payments granted prior to, but not yet vested as
of March 31, 2007, based on the grant date fair value estimated
in accordance with the original provisions of Statement 123, and
(b) compensation cost for all share-based payments granted
subsequent to October 1, 2005, based on the grant-dated fair
value estimated in accordance with the provisions of Statement
123(R).

     The fair value of stock options granted was estimated at
the date of grant using the Black-Scholes options pricing model.
The Company used the following assumptions for determining the
fair value of options granted under Black-Scholes option pricing
model:
                                               March 31
                                            2007    2006
          Expected term in years            3 years   5 years
          Risk-free interest rate           4.82%     4.60%
          Expected volatility               20.42%    16.00%
          Expected dividend yield           0.00%     0.00%

                                    9
<PAGE>

DYNASIL CORPORATION OF AMERICA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

     The expected volatility was determined with reference to
the historical volatility of the Company's stock.  The Company
uses historical data to estimate option exercise and employee
termination within the valuation model. The expected term of
options granted represents the period of time that options
granted are expected to be outstanding.  The risk-free interest
rate for periods within the contractual life of the option is
based on the U.S. Treasury rate in effect at the time of grant.

     During the six months ended March 31, 2007, 100,000 stock
options were granted at prices ranging from $1.66 to $2.00 per
share and 80,000 options were exercised.  20,000 of the granted
stock options can not be exercised until 1/2/08 and therefore
the stock-based compensation expense will be recognized at that
time if they become exercisable.  The 80,000 options exercised
had an exercise price of $0.40 per share with $32,000 paid in
cash.

     For six months ended March 31, 2007, total stock-based
compensation charged to operations for option-based arrangements
amounted to $11,366.  At March 31, 2007, there was approximately
$9,620 of total unrecognized compensation expense related to non-
exercisable option-based compensation arrangements under the
Plan.

     During the six months ended March 31, 2006, 130,000 stock
options were granted at prices ranging from $0.85 to $1.50 per
share and 80,000 options were exercised.  The 80,000 options
exercised had an exercise price of $0.40 per share with $23,857
paid in cash and $8,143 relating to Mr. Dunham's 2005 fiscal
year bonus.

       The company cancelled -0- and 90,000 options during the
six months ended March 31, 2007 and 2006, respectively.
Compensation expense relating to non-employee stock options
granted during the six months ended March 31, 2007 and 2006 were
$-0-.

     The pro forma disclosures of net income and net income per
share for the six months ended March 31, 2006, as permitted by
SFAS 123(R), are presented below:

                                         Six months ended
                                          March 31, 2006
                                            -----------
     Net income, as reported                  $107,306

     Add: Stock-based employee
     compensation expense included
     in reported net income                       -0-

     Less: Total stock-based employee
     compensation expense determined
     under fair value based method
     for all options                            (4,636)
                                            -----------
     Pro forma net profit (loss)               $102,670
                                            ===========

     Actual net profit (loss)
     per common share                       $       0.02

     Pro forma net profit (loss)
     per common share                       $       0.02


                                    10
<PAGE>
DYNASIL CORPORATION OF AMERICA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)


ITEM 2.     MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION

Overview

     This  is  the  second  quarter  of  results  after  Dynasil
Corporation  of  America  ("Dynasil",  the  "Company"  or  "we")
acquired 100% of the stock of Evaporated Metal Films Corporation
("EMF")  in Ithaca, NY on October 2, 2006.  EMF provides optical
thin-film  coatings  for  a broad range of  application  markets
including   display  systems,  optical  instruments,   satellite
communications and lighting.  EMF provides products and services
to optics markets which are related to those served by Dynasil's
historical operations. The Dynasil financial statements  include
the  EMF  results from October 2, 2006 through March  31,  2007.
The results from time periods previous to October 2, 2006 do not
include  EMF except for pro forma financial information for  the
six months ended March 31, 2006.

     Revenues  for the second quarter of fiscal year 2007  which
ended March 31, 2007 were $3,003,216, an increase of 80.3%  over
revenues  of  $1,665,496 for the quarter ended March  31,  2006.
Revenues   for  the  six  months  ended  March  31,  2007   were
$5,539,512,  an increase of 72% over revenues of $3,213,536  for
the  six months ended March 31, 2006. Net income for the quarter
ended  March 31, 2007 was $112,229 or $0.02 per share,  compared
with a net income of $81,881,or $0.02 per share, for the quarter
ended March 31, 2006.  Net income for the six months ended March
31,  2007 was $135,128 or $0.02 per share, compared with  a  net
income  of $107,306 or $0.02 per share for the six months  ended
March 31, 2006. Excluding the impact of the EMF acquisition  and
$11,366  of  stock  option expense, for the three  months  ended
March  31, 2007 revenues for our historical businesses  were  up
39%  and  net  income  was up 208%, from  $81,881  to  $251,941,
compared to the three months ended March 31, 2006. Excluding the
impact  of  the  EMF  acquisition and $11,366  of  stock  option
expense,  for  the six months ended March 31, 2007 revenues  for
our historical businesses were up 31% and net income was up 256%
compared to the six months ended March 31, 2006.  Strong revenue
growth combined with continued process improvements drove  those
significant  gains.  As  anticipated, transitional  and  process
improvement  costs  resulted in a loss at  EMF  for  its  second
quarter  with  Dynasil.   The EMF loss  offset  the  outstanding
improvements  in  our  historical  businesses.   Management   is
clearly  focused  on  the  EMF  improvements  required  to  show
continued improvement in 2007 and to deliver profitable  results
for  fiscal  year  2008.  During  quarter  2,  we  significantly
improved manufacturing yields and reduced production downtime as
we  develop  the  disciplined  processes  required  for  EMF  to
consistently execute with excellent quality, service,  and  cost
performance.   March  2007 profitability results  for  EMF  were
slightly better than break-even.

Results of Operations

      Revenues  for the three months ended March 31,  2007  were
$3,003,216, an increase of 80.3% over revenues of $1,665,496 for
the  quarter  ended March 31, 2006.  The revenue  increase  came
from 39% organic growth in our historical businesses as well  as
the addition of EMF. Revenues for the six months ended March 31,
2007  were  $5,539,512,  an increase of  72%  over  revenues  of
$3,213,536 for the six months ended March 31, 2006.

     Cost of sales for the three months ended March 31, 2007 was
$2,144,767  or  71.4% of sales, an increase  of  7.1  percentage
points from the three months ended March 31, 2006 of $1,072,295,
or  64.3% of sales. Cost of sales for the six months ended March
31,  2007 was $4,028,630 or 72.7% of sales, an increase  of  6.1
percentage  points from the six months ended March 31,  2006  of
$2,142,192,  or  66.6%  of sales.   The  higher  cost  of  sales
resulted primarily from EMF costs.
                                    11
<PAGE>

DYNASIL CORPORATION OF AMERICA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

The  cost  of  sales  for  our  historical  businesses  actually
improved  by  0.8 percentage points.  The Company  continues  to
implement   cost   reductions  such   as   manufacturing   yield
improvements.

      Gross profit for the three months ended March 31, 2007 was
$858,449,  or 28.5% of sales, an increase of $265,248  over  the
three  months  ended  March 31, 2006 of $593,201,  or  35.6%  of
sales. Gross profit for the six months ended March 31, 2007  was
$1,510,882, or 28.6% of sales, an increase of $439,538 over  the
six months ended March 31, 2006 of $1,071,344 or 33.4% of sales.
Operational improvements at EMF are key to increasing our  gross
profit in the future.

      Selling, general and administrative ("SG&A") expenses  for
the three months ended March 31, 2007 were $715,962 or 23.8%  of
sales, a decrease of 5.4 percentage points from the three months
ended  March  31,  2006  of $486,640 or  29.2%  of  sales.  SG&A
expenses for the six months ended March 31, 2007 were $1,321,429
or  23.9% of sales, a decrease of 4.6 percentage points from the
six   months ended March 31, 2006 of $913,298 or 28.4% of sales.
The  changes in SG&A expenses and percentages resulted primarily
from the impact of the acquisition of EMF.

      Net interest expense for the three months ended March  31,
2007 was $18,672, compared to $18,709 for the three months ended
March  31,  2006. Net interest expense for the six months  ended
March  31,  2007  was $33,670 compared to $39,244  for  the  six
months  ended March 31, 2006.  There is additional EMF  interest
expense  of $40,994 that is allocated to cost of goods sold  and
SG&A expense so in total, net interest expense was $74,664 which
is an increase of $35,420 for the six month period. The increase
in  combined  interest  expense  is  primarily  related  to  the
additional  interest  payments resulting from  the  indebtedness
incurred in connection with the EMF acquisition.

      Net  income for the three months ended March 31, 2007  was
$112,229  or  $0.02  in basic earnings per share,  which  is  up
$30,348  versus net income for the three months ended March  31,
2006  of $81,881 or $.02 in basic profit per share.  Net  income
for  the  six months ended March 31, 2007 was $135,128 or  $0.02
per  share, compared with a net income of $107,306 or $0.02  per
share  for the six months ended March 31, 2006. Organic  revenue
growth  of 39% in our historical businesses along with continued
process  improvements drove a 208% net income increase  for  our
historical  businesses in quarter 2.  Losses at EMF offset  this
improvement  and we have a strong focus at EMF  to  improve  our
processes and deliver profitability.

     The  Company  had  a  $11,586 provision  for  Massachusetts
income  taxes for the quarter ended March 31, 2007 and a  $5,971
provision for the quarter ended March 31, 2006. The Company  had
a  $20,136 provision for Massachusetts income taxes for the  six
months ended March 31, 2007 and a $11,496 provision for the  six
months  ended  March 31, 2006.  As of September  30,  2006,  the
Company  had approximately $900,000 of net operating loss  carry
forwards  to  offset  future income  for  federal  tax  purposes
expiring in various years through 2021. In addition, the Company
had  approximately $550,000 of net operating loss  carryforwards
to  offset certain future New Jersey taxable income, expiring in
various years through 2013.

Liquidity and Capital Resources

      Cash  decreased by $92,580 for the six months ended  March
31,  2007.  The  primary  sources of cash  were  net  income  of
$135,128, depreciation and amortization expenses that aggregated
$173,198,  net  borrowings of $221,613, the issuance  of  common
stock  of  $168,461 and issuance of preferred stock of $700,000.
The primary uses of cash were acquisition of property, plant and
                                    12
<PAGE>

DYNASIL CORPORATION OF AMERICA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

equipment of $123,206, accounts receivable increase of $127,501,
an  inventory  increase  of  $210,195,  reductions  in  accounts
payable  and accrued expenses of $250,803, dividend payments  of
$48,340  on  Preferred  Stock and  the  acquisition  of  EMF  of
$674,890.   The increase in inventory was a result of purchasing
fused  silica  raw  material  that was  previously  provided  as
consignment  inventory  by our primary  supplier  as  well.  The
reduction in accounts payable and accrued expense came from  the
timing  of  accounts payable expenses as well as a reduction  in
accrued expenses and accounts payable at EMF.

      The  Company  believes  that its  current  cash  and  cash
equivalent  balances,  along with  the  net  cash  generated  by
operations  and  credit  lines,  are  sufficient  to  meet   its
anticipated cash needs for working capital for at least the next
12  months.  There are currently no plans for any major  capital
expenditures in the next six to nine months. Any major  business
expansions  or acquisitions likely will require the  Company  to
seek additional debt and/or equity financing.

Critical Accounting Policies and Estimates
      There  have  been  no  material changes  in  our  critical
accounting  policies  or  critical  accounting  estimates  since
September 30, 2006.  Except for the adoption of SFAS 123(R),  we
have  not adopted an accounting policy that has or will  have  a
material  impact on our consolidated financial statements.   For
further  discussion of our accounting policies  see  Footnote  1
"Summary  of  Significant Accounting Policies" in the  Notes  to
Consolidated Financial Statements in our Annual Report  on  Form
10-KSB for the fiscal year ended September 30, 2006.
      The  accounting policies that reflect our more significant
estimates,  judgments and assumptions and which we  believe  are
the  most  critical to aid in fully understanding and evaluating
our reported financial results include the following:

Revenue Recognition
      Revenue  from sales of products is recognized at the  time
title and the risks and rewards of ownership pass. This is  when
the  products are shipped per customers' instructions, the sales
price  is fixed and determinable, and collections are reasonably
assured.

Valuation of Long-Lived Assets
      We assess the recoverability of long-lived assets whenever
we  determine  that events or changes in circumstances  indicate
that   their  carrying  amount  may  not  be  recoverable.   Our
assessment  is primarily based upon our estimate of future  cash
flows  associated  with these assets. These  valuations  contain
certain  assumptions  concerning estimated future  revenues  and
future  expenses. We have determined that there is no indication
of  impairment  of  any  of  our assets.   However,  should  our
operating  results deteriorate, we may determine that a  portion
of our long-lived assets is impaired. Such a determination could
result  in non-cash charges to income that could materially  and
adversely affect the Company's financial position or results  of
operations for that period.

Estimating Allowances for Doubtful Accounts Receivable
      We perform ongoing credit evaluations of our customers and
adjust  credit  limits  based  upon  payment  history  and   the
customer's  current  credit worthiness,  as  determined  by  our
review  of  their  current credit information.  We  continuously
monitor collections and payments from our customers and maintain
a   provision  for  estimated  credit  losses  based  upon   our
historical  experience  and  any  specific  customer  collection
issues  that  we have identified. While such credit losses  have
historically  been  minimal, within  our  expectations  and  the
provisions
                                    13
<PAGE>
DYNASIL CORPORATION OF AMERICA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

established,  we  cannot  guarantee that  we  will  continue  to
experience the same credit loss rates that we have in the  past.
A  significant change in the liquidity or financial position  of
any  of  our significant customers could have a material adverse
effect on the collectibility of our accounts receivable and  our
future operating results.

Valuation of Deferred Tax Assets
      We  regularly evaluate our ability to recover the reported
amount of our deferred income taxes considering several factors,
including  our  estimate  of  the  likelihood  of  the   Company
generating sufficient taxable income in future years during  the
period  over which temporary differences reverse. Based  on  the
Company's  history of significant fluctuations in net  earnings,
the  Company  established  a  full  valuation  allowance  as  of
September  30, 2004 and prior due to the uncertainty as  to  the
realization  of certain net operating loss carryforwards.   With
the  asset  acquisition from Optometrics LLC in March 2005,  the
Company  now believes that some of these carryforwards  will  be
realized,  and has adjusted the valuation allowance  accordingly
as  outlined in the Company's Annual Report on Form  10-KSB  for
the fiscal year ended September 30, 2006.

Stock-Based Compensation
       Effective  October  1,  2006,  we  adopted  SFAS  123(R),
"Accounting  for  Stock  Based  Compensation."  As   a   result,
compensation costs are now recognized for stock options  granted
to  employees  and directors.  Options and warrants  granted  to
employees  and non-employees are recorded as an expense  at  the
date  of  grant based on the then estimated fair  value  of  the
security in question, determined using the Black Scholes  option
pricing model.

Recent Accounting Pronouncements

     In February 2007, the FASB issued SFAS No. 159, "The Fair
Value Option for Financial Assets and Financial Liabilities -
Including an amendment of FASB Statement No. 115" (SFAS
159).  SFAS No. 159 permits entities to choose to measure
eligible items at fair value at specified election dates and
report unrealized gains and losses on items for which the fair
value option has been elected in earnings at each subsequent
reporting date. SFAS No. 159 also establishes presentation and
disclosure requirements designed to facilitate comparisons
between entities that choose different measurement attributes
for similar types of assets and liabilities.  SFAS No. 159 is
effective for fiscal years beginning after November 15, 2007.
 We are currently evaluating the impact of the provisions of
SFAS 159 on our results of operations and financial position.

Forward-Looking Statements

      The  statements contained in this Quarterly Report on Form
10-QSB which
are not historical facts, including, but not limited to, certain
statements  found  under  the captions "Overview",  "Results  of
Operations"  and  "Liquidity and Capital Resources"  above,  are
forward-looking statements that involve a number  of  risks  and
uncertainties. The actual results of the future events described
in  such forward-looking statements could differ materially from
those stated in



                                    14
<PAGE>



DYNASIL CORPORATION OF AMERICA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)


such  forward-looking statements. Among the factors  that  could
cause  actual  results to differ materially are  the  risks  and
uncertainties discussed in this Quarterly Report on Form 10-QSB,
including,  without  limitation, the portions  of  such  reports
under  the captions referenced above, and the uncertainties  set
forth  from  time  to time described in this and  the  Company's
other  filings with the Securities and Exchange Commission,  and
other  public statements.  Such risks and uncertainties include,
without  limitation,  seasonality,  interest  in  the  Company's
products, customer acceptance of new products, general  economic
conditions,  market  trends,  costs  and  availability  of   raw
materials   and  management  information  systems,  competition,
litigation,  need  for  additional  financing,  the  effect   of
governmental regulation and other matters. The Company disclaims
any  intention  or  obligation  to  update  any  forward-looking
statements,  whether  as  a result of  new  information,  future
events or otherwise.

ITEM 3    CONTROLS AND PROCEDURES

      As  required by Rule 13a-15(e) under the Exchange Act, our
Chief  Executive  Officer  and  Chief  Financial  Officer   have
evaluated our disclosure controls and procedures as of  the  end
of  the  period  covered by the report and have determined  that
such disclosure controls and procedures are effective.
      There  has  been  no change in our internal  control  over
financial  reporting  in connection with  this  evaluation  that
occurred   during  our  last  fiscal  quarter  that   materially
affected,  or it is reasonably likely to materially affect,  our
internal control over financial reporting.

PART II

OTHER INFORMATION
------------------

ITEM 1    LEGAL PROCEEDINGS

         On April 24, 2007, the Company was dismissed as a
defendant from a previously reported wrongful death and loss of
consortium action entitled Torrero v. Alcoa, Inc., et al in the
Los Angeles (CA) Superior Court. The dismissal did not require
the expenditure of any funds by the Company.  On August 30,
2004, the Company had been served with a Summons and Complaint
in that action which had been filed on August 19, 2004.  In the
case, the plaintiffs, Lucy Torrero and Juan Pedrosa Torrero,
alleged that glass blanks manufactured and sold by the Company,
along with the products or tools made and sold by approximately
twenty other defendants including General Electric, ALCOA,
Corning Incorporated and Raytheon, caused plaintiff Lucy Torrero
to develop lung cancer and other injuries during her employment
as an optical lens grinder and laborer by companies that
purchased or used those products or tools. The plaintiffs sought
compensatory and punitive damages aggregating approximately
$31,500,000. The lawsuit was refiled as a wrongful death suit
following the death of Lucy Torrero on April 11, 2006.  As
previously reported, the Company referred the matter to its
commercial general liability insurance carriers which defended
the Company under reservations of rights.

The Company has no other pending legal proceedings.




                                    15
<PAGE>



DYNASIL CORPORATION OF AMERICA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)


ITEM 2    CHANGES IN SECURITIES

      On March 9, 2007, the company issued an aggregate of
1,555,540 shares of its Common Stock, $.0005 par value per
share, as a result of the exercise of the conversion rights by
holders of 700,000 shares of Dynasil's Series A 10% Cumulative
Convertible Preferred Stock (the "Series A Preferred Shares").
Dynasil had previously called all of the Series A Preferred
Shares for redemption on March 9, 2007. All of the Series A
Preferred Shares that had been called for redemption were
converted to common stock.

ITEM 3    DEFAULTS ON SENIOR SECURITIES

    NONE

ITEM 4    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

    NONE


ITEM 5    OTHER INFORMATION

The  information presented in Items 1 and 2 of Part  I  of  this
Report is incorporated herein by reference. On May 14, 2007, the
Company  issued a press release announcing its financial results
for  its  second quarter ending March 31, 2007. A copy  of  this
press  release is attached as Exhibit 99 to this Report on  Form
10-QSB. This information is being furnished pursuant to  Item  5
of  Part II of Form 10-QSB and shall not be deemed to be "filed"
for the purposes of Section 18 of the Securities Exchange Act of
1934,  as amended (the "Exchange Act"), or otherwise subject  to
the  liabilities  of  that  Section,  nor  shall  it  be  deemed
incorporated by reference in any filing under the Securities Act
of  1933,  as amended, or the Exchange Act, except as  shall  be
expressly set forth by specific reference in such a filing.


ITEM 6    EXHIBITS AND REPORTS ON FORM 8-K


    (a)  Exhibits and index of Exhibits


     31.1(a)  and  (b)  Rule 13a-14(a)/15d-14(a)  Certifications
     pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

     32.1 Section 1350 Certification pursuant to Section 906  of
     the Sarbanes-Oxley Act of 2002 (furnished but not filed for
     purposes of the Securities Exchange Act of 1934)

     99.1  Press release, dated May 14, 2007, issued by  Dynasil
     Corporation of America announcing its financial results for
     the second quarter ending March 31, 2007.



     (b) Reports on Form 8-K

     -    On 3/12/07, a current report on Form 8-K Items 3.02 and
       8.01 for the conversion of the Series A Convertible Preferred
       Stock to common stock.

                                    16
<PAGE>

DYNASIL CORPORATION OF AMERICA
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)



SIGNATURES

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


DYNASIL CORPORATION OF AMERICA

BY:  /s/ Craig T. Dunham                     DATED:    May 14, 2007
    ---------------------------------        --------------------
          Craig T. Dunham,
          President and CEO


      /s/ Laura Lunardo                       DATED:   May 14, 2007
    -----------------------------            --------------------
         Laura Lunardo
         Chief Financial Officer

                                     17