U.S. SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C. 20549
                                  FORM 10-KSB
  (Mark One)
   [ X ]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES AND
        EXCHANGE ACT OF 1934
        For the year ended December 31, 2001

   [   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
        AND EXCHANGE ACT
        OF 1934
   For the transition period from                  to                .

                         Commission File No. 0-14720-NY

                           CVD EQUIPMENT CORPORATION
               (Exact name of registrant as specified in charter)
            New York                                     11-2621692
     (State of incorporation)            (IRS Employer Identification No.)
                1881 Lakeland Avenue, Ronkonkoma, New York 11779
                    (Address of principal executive offices)
                                  631-981-7081
                        (Registrant's telephone number)

  Securities Registered Pursuant to Section 12 (b) of the Act:     NONE

  Securities Registered Pursuant to Section 12 (g) of the Act:

  Common Stock

  Indicate by check mark whether the Registrant (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, and (2) has been subject to
  such filing requirements for the past 90 days.   YES [ X ]   NO [    ]

  Check if disclosure of delinquent filers pursuant to Item 405 of Regulation
  S-B is not contained herein, and will not be contained, to the best of
  registrant's knowledge, in definitive proxy or information statements
  incorporated by reference in Part III of this Form 10-KSB or any amendment
  to this Form 10-KSB.  [X]

  The registrant's revenues for 2001 were $10,839,993

  The aggregate market value of voting stock held by non-affiliates of the
  registrant on March 1, 2002 was $3,422,343 based on a closing price of $2.30
  on that date.

  As of March 1, 2002 there were 3,032,325 shares of Common Stock, Par Value
  $.01 Per Share, Outstanding.

  DOCUMENTS INCORPORATED BY REFERENCE


  <PAGE>

  TABLE OF CONTENTS

  PART I
  ITEM 1.   BUSINESS.................................................... 1
                 Introduction........................................... 1
                 General Development of Business........................ 1
                 The Organization....................................... 2
                 Information About Industry Segments.................... 2
                 General Narrative Description of Business.............. 3
                 Principal Products..................................... 3
                 Research and Development............................... 4
                 Industry Overview...................................... 5
                 Marketing.............................................. 5
                 Patents and Copyrights................................. 5
                 Competition............................................ 6
                 Customers.............................................. 6
                 Foreign Operations..................................... 6
                 Manufacturing Materials and Suppliers.................. 7
                 Order Backlog.......................................... 7
                 Employees.............................................. 7
                 Insurance.............................................. 7
                 Government Regulations................................. 8
                 Forward Looking Statements............................. 8

  ITEM 2.   DESCRIPTION OF PROPERTIES................................... 9

  ITEM 3.   LEGAL PROCEEDINGS........................................... 9

  ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS......... 9

  PART II
  ITEM 5.   MARKET FOR THE REGISTRANT'S COMMON STOCK  AND
            RELATED SECURITY HOLDER MATTERS............................ 10
                 Market Information.................................... 10
                 Dividends............................................. 10
                 Holders............................................... 10

  ITEM 6.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
            CONDITION AND RESULTS OF OPERATIONS ....................... 11

  ITEM 7.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA................ 13

  ITEM 8.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
            ON ACCOUNTING AND FINANCIAL DISCLOSURE..................... 42

  PART III
  ITEM 9.   DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT......... 42

  ITEM 10.  EXECUTIVE COMPENSATION..................................... 43

  ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
            OWNER & MANAGEMENT......................................... 44

  ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS............. 45

  PART IV
  ITEM 13.  EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES AND REPORTS
            ON FORM 8-K................................................ 46


  <PAGE> 1

  PART I

  ITEM 1.  BUSINESS

  INTRODUCTION
  Statements contained in this Report on Form 10-KSB that are not historical
  facts are forward-looking statements within the meaning of Section 21E of
  the Securities Exchange Act of 1934, as amended, including without
  limitation, statements regarding industry trends, strategic business
  development, pursuit of new markets, competition, results from operations,
  and are subject to the safe harbor provisions created by that statute.  A
  forward-looking statement may contain words such as "intends",  "plans",
  "anticipates", "believes", "expect to", or words of similar import.
  Management cautions that forward-looking statements are subject to risks
  and uncertainties that could cause the Company's actual results to differ
  materially from those projected.  These risks and uncertainties include,
  but are not limited to, marketing success, product development, production,
  technological difficulties, manufacturing costs, and changes in economic
  conditions in the markets the Company serves.  The Company undertakes no
  obligation to release revisions to forward-looking statements to reflect
  subsequent events, changed circumstances, or the occurrence of
  unanticipated events.

  GENERAL DEVELOPMENT OF BUSINESS
  CVD Equipment Corporation (the "Company") was incorporated under the laws
  of New York State in October 1982.   On September 11, 1985 the Company made
  an initial public offering of 700,000 units underwritten by D. H. Blair &
  Co., 44 Wall Street, New York, New York 10005, pursuant to which it
  received net proceeds of $2,683,640.

  In December 1998, the Company purchased at public auction the former
  inventory, tangible assets, intangible assets and intellectual property of
  Stainless Design Corporation, Saugerties, NY, for $672,095.

  On December 14, 1998, the Company entered into a contract with Kidco Realty
  Corp. to purchase, for $1,400,000, the facility owned by Kidco Realty Corp.
  located at 1117 Kings Highway, Saugerties, NY 12477 and formerly occupied
  by Stainless Design Corporation. On April 29, 1999, the contract closed.
  The purchase price was paid by cash funds from the Company in the amount of
  $500,000 and Kidco Realty Corp. issuing a 30 year amortization, 7%
  interest, 10 year balloon, non recourse purchase money note and mortgage to
  the Company in the amount of $900,000.

  On December 23, 1998 the Company formed a new 100% owned subsidiary called
  Stainless Design Concepts, Ltd. (SDC).   The new subsidiary is located at
  1117 Kings Highway, Saugerties, NY 12477.  The new subsidiary manufactures
  ultra high purity gas and chemical delivery control systems for the
  semiconductor industry. On April 23, 1999, the new subsidiary was merged
  into the Company as a wholly owned division.

  On November 5, 1999 the Company formed another division called Equipment
  Consulting Services (ECS). This new division is also located at 1117 Kings
  Highway, Saugerties, NY 12477. The new division  focuses on equipment
  consulting and the refurbished semiconductor equipment market, a $1.5
  billion industry. Our existing facilities and capabilities enables us to
  become an important player in this market.  ECS is an Associate Member of
  the Surplus Equipment Consortium / Network (SEC/N).


  <PAGE> 2

  On November 9, 2001 the Company acquired the assets of the Surface Mount
  Technology division of Research Inc., known as Research International (RI).
  CVD's new division called Research International (RI) is located at 1860
  Smithtown Avenue, Ronkonkoma, NY 11779. Research International is a leading
  manufacturer of Surface Mount Technology (SMT) furnace equipment.

  As evidenced by the Company's development of these new divisions, our
  growth strategy is one of expanding revenues and increasing profits through
  internal growth and acquisition. An important ingredient in our Strategic
  Plan is to be an active player in the acquisitions environment. We look for
  businesses that are:
     o Synergistic in nature to our core business
     o Complementary to our existing product lines
     o Geared toward a start-up or turnaround situation
     o Opportunistic for growth and profit development

  In the year 2001, CVD Equipment Corporation was again named to Deloitte &
  Touche's prestigious "Long Island Technology Fast 50" program, which ranks
  the 50 fastest growing technology companies on Long Island.

       Deloitte & Touche computed all calculations for revenue growth
       rate with CVD having a five-year revenue growth rate of 76.5%.

  CVD is a leading manufacturer of critical LPCVD, UHVCVD, MOCVD, LPE, VPE
  and RTP products and services for the Semiconductor, Optoelectronic and
  Wireless Telecommunications markets. CVD is proud to be recognized as a key
  player within Long Island's growing technology sector.

       The Long Island Technology Fast 50 program is sponsored by
       Deloitte & Touche LLP,  The Bank of New York, the Nasdaq Stock
       Market, the Long Island Technology Center, the Long Island
       Association, SUNY Stony Brook, Idea Alley, Long Island High
       Technology Incubator at Stony Brook, Newsday, Certilman Balin
       Adler & Hyman,LLP, Long Island Software & Technology Network,
       and Invision.com.

  THE ORGANIZATION
  Each division, CVD, SDC, ECS , and RI has their own operating manager with
  sales and administration being handled by corporate managers.  Thus, each
  division operates reasonably autonomously on a day to day basis. Yet, there
  is an overall corporate coordination in the day to day administration of
  the business, in setting policy and consistently applying procedures.

  INFORMATION ABOUT INDUSTRY SEGMENTS
  The Company designs, develops, manufactures, markets, installs and services
  equipment primarily for the semiconductor industry.  The Company's products
  include (1) both batch and single substrate systems used for depositing,
  rapid thermal processing, annealing, diffusion and etching of semiconductor
  films, (2) gas and liquid flow control systems, (3) ultra high purity gas
  and chemical piping delivery systems, (4) fabricates standard and custom
  quartzware, (5) equipment consulting and refurbishing of semiconductor
  processing equipment, and (6) reflow furnaces for surface mounting of
  components onto printed circuit boards. The Company's products are
  generally manufactured to the particular specifications of each of its
  customers.


  <PAGE> 3

  GENERAL NARRATIVE DESCRIPTION OF BUSINESS
  Semiconductor components are the fundamental electronic building blocks
  used in modern electronic equipment and systems. These components are
  classified as either discrete devices (such as transistors) or integrated
  circuits (in which a number of transistors and other elements are combined
  to form a more complicated electronic circuit).  In an integrated circuit,
  these elements are formed on a small "chip" of silicon or gallium arsenide,
  which is then encapsulated in an epoxy, ceramic, or metal package having
  lead wires for connection to a circuit board.  The Company's products are
  used in the manufacture of these components.

  CVD DIVISION
  Designs and manufacturers both standard and custom equipment for the
  semiconductor industry. CVD has developed a fine reputation for producing
  high quality products. CVD's equipment has leading edge technology and is
  utilized for silicon germanium, silicon carbide, and gallium arsenide
  processes. These processes are paramount in the optoelectric and wireless
  communications arena.

  SDC DIVISION
  Designs and manufactures in their Class 100 cleanroom, ultra high purity
  Gas and Chemical Delivery systems. Their field service group provides for
  contract maintenance, high purity fab and equipment installations and
  equipment removal.

  ECS DIVISION
  Provides semiconductor equipment consulting and refurbishing services.
  Their expertise crosses over many product lines as well as manufacturers,
  positioning the division to meet the changing requirements of the industry.

  RI DIVISION
  Provides reflow furnaces to support  world wide needs in the surface
  mounting of components onto printed circuit boards.


  PRINCIPAL  PRODUCTS

  Chemical Vapor Deposition (CVD)  - is a process which passes a gaseous
  compound over a target material surface that is heated to such a degree
  that the compound decomposes and deposits a desired layer onto substrate
  material.  The process is accomplished by combining appropriate gases in a
  reaction chamber, of the kind produced by the Company, at elevated
  temperatures (typically 300 - 1500 degrees Celsius).  The Company's
  Chemical Vapor Deposition Systems are complete and include all necessary
  instrumentation, subsystems and components.  The systems include e mass
  flow controllers, bellows valves, stainless steel lines and fittings.  The
  Company provides such standard systems and also specifically engineered
  products for particular customer applications.  Some of the standard
  systems offered by the Company are for Silicon, Silicon-Germanium, Silicon
  Dioxide, Silicon Nitride, Polysilicon, Liquid Phase Epitaxial, and
  Metalorganic Chemical Vapor Deposition.

  The Company's CVD systems are available in a variety of models that can be
  used in production and laboratory research.  All models can be offered with
  total system automation, a microprocessor control system, by which the user
  can measure, predict and regulate gas flow, temperature, pressure and
  chemical reaction rates, thus controlling the process in order to enhance
  the quality of the materials produced.  The Company's standard
  microprocessor control system is extremely versatile and capable of
  supporting the Company's complete product line and most custom system
  requirements. The Company's CVD systems range in price from $100,000 to
  $2,500,000.


  <PAGE> 4

  Rapid Thermal Processing (RTP) - are used to heat semiconductor materials
  to elevated temperatures of 1000 degrees Celsius at rapid rates of up to
  200 degrees Celsius per second.  The Company's RTP systems are offered for
  implant activation, oxidation, silicide formation and many other processes.
  The Company offers system that can operate both at atmospheric or reduced
  pressures.  A specific model of the Company's RTP system is used for
  Thermal Desorption Spectroscopy which allows the semiconductor process
  engineer the ability to analyze the deposited films between the many
  process steps used in the complex fabrication process. The Company's RTP
  systems generally range in price from $75,000 to $350,000.

  Annealing and Diffusion Furnaces - are used for diffusion, oxidation,
  implant anneal, solder reflow and other processes.  The systems are
  normally operated at atmospheric pressure with gaseous atmospheres related
  to the process.  An optional feature of the system allows for the heating
  element to be moved away from the process chamber allowing the wafers to
  rapidly cool or be heated in a controlled environment. Our cascade
  temperature control system enables more precise control of the wafers.  The
  systems are equipped with an automatic process controller, permitting
  automatic process sequencing and monitoring with safety alarm provisions.
  The Company's Annealing and Diffusion Furnace systems generally range in
  price from $75,000 to $650,000.

  Gas and Liquid Control Systems - standard and custom-designed gas and
  liquid control systems encompassing (1) gas cylinder storage cabinets, (2)
  custom gas and chemical delivery systems, (3) gas and liquid valve manifold
  boxes (VMB's) and (4) gas isolation boxes (GIB's) to provide safe storage
  and handling of pressurized gases and chemicals.  System design allows for
  automatic or manual control from both a local and remote location. The
  Company's Gas and Liquid Control Systems generally range in price from
  $20,000 to $350,000.

  Ultra High Purity Gas and Chemical Piping Delivery Systems - we provide
  field installation of ultra high purity piping systems within a
  semiconductor plant for the distribution of gases and chemicals to the
  assorted process tools.  As part of the field service group we also offer
  repair service work on customer equipment.

  Quartzware - we provide standard and custom fabricated quartzware used in
  the Company's equipment and other customer tools. The Company also provides
  repair and replacement of existing quartzware. Our customer quartzware
  spare parts requirements have grown substantially, especially for non-
  company related products.

  Surface Mount Reflow Furnaces - we provide a line of standard and custom
  systems that are sold and serviced worldwide. There are in excess of 1500
  systems that have been manufactured to date that bear the Research
  International name.


  RESEARCH AND DEVELOPMENT
  The Company continues its efforts on several research and development
  projects. We develop and customize equipment for numerous government,
  university and industry research laboratories around the world. Very often
  the research, design and development of custom equipment, which remains
  proprietary to the Company, yields new products.


  <PAGE> 5

  INDUSTRY OVERVIEW
  In 2001, the industry slowed down at an unprecedented rate. CVD believes
  that it has organized and structured itself with the four divisions to
  partially compensate for the cyclic nature and thereby smooth out the ups
  and downs. The CVD division deals with large capital equipment, which
  sometimes suffers in a down cycle. However, the CVD division also sells to
  research facilities and universities that are not normally influenced in a
  significant way in a down market. The SDC division supplies Gas and
  Chemical Delivery Systems, which can be impacted during a down market.
  However, the field service group within that division, usually adds
  significant field service work in a down market. The ECS division is
  usually impacted in a positive fashion in a down market, as customers look
  for alternative ways (refurbished equipment).  And finally, the Research
  International division is a tangential manufacturing operation to further
  create a more balanced and diversified platform of products.

  MARKETING
  The Company's products are used in research and production applications by
  the semiconductor industry.  The Company sells its products primarily to
  semiconductor manufacturers, institutions involved in electronic research
  such as universities, government and industrial laboratories and to
  electronic assembly manufacturers.  During 2001, sales of the Company's
  products were made by a staff of four employees and five sales
  representatives, whose activities were supported, by a staff of nine
  application engineers.  During 2001  the Company continued to work on
  expanding our product offerings.

  The Company's Web Sites; www.cvdequipment.com; www.stainlessdesign.com;
  www.equipmentconsulting.com;  www.researchintl.com  continue to see
  increased traffic. The Company  focuses on being in the top listings on
  many search engines, thus increasing the number of hits to our web sites.
  The Company continuously receives inquiries as a result of the web sites.
  All the Company's Web Sites were redesigned and were released in the early
  part of 2002.

  The Company has expanded it's sales efforts considerably by utilizing sales
  representatives having offices in Santa Clara, CA, Chandler, AZ,
  Albuquerque, NM, Austin, TX, Dallas, TX, Taiwan and Korea. Additional
  representatives are expected to be added during the year 2002. We expect
  that this expansion will create a wider exposure to CVD and it's product
  lines.

  The Company warrants its equipment for a period of twelve months after
  shipment and passes along any warranties from original manufacturers of
  components used in its products.  The Company provides for its own
  equipment servicing with in-house field service personnel. Warrantee costs
  have been historically insignificant.

  PATENTS, COPYRIGHTS AND LICENSE AGREEMENTS
  The Company believes that while patents are useful, and will be used at
  times in the future, they are not critical or valuable in many cases on an
  individual basis.  We believe the collective value of the intangible
  property of the Company is comprised of blueprints, specifications,
  technical processes, cumulative employee knowledge, experience, copyrights
  and patents.

  In August 1997, the Company signed a 5-year license agreement with IBM to
  sell equipment using IBM's patented method for low temperature, low-
  pressure chemical vapor deposition of epitaxial layers (UHV/CVD).


  <PAGE> 6

  During years 1999, 2000 and 2001 the Company has applied for several
  copyrights associated with the intellectual properties of the former
  Stainless Design Corporation. In addition, with the acquisition of the
  assets of the Research International, the Company is now the owner of
  several patents used in the surface mount technology business.

  COMPETITION
  The Company's business is subject to intense competition.  The Company is
  aware of other competitors that offer a substantial number of products
  comparable to the Company's.  Many of the Company's competitors (including
  customers who may elect to manufacture systems for internal use) have
  financial, marketing and other resources greater than the Company's. To
  date, the Company has been able to compete in markets that include these
  competitors, primarily on the basis of price, technical performance,
  quality and delivery.

  CUSTOMERS
  The Company sells to a wide range of customers.  Sales to a single customer
  in a given year however can exceed 10%.  In 2001, two customers represented
  approximately 8% and 10%  of sales whereas in 2000, two customers
  represented approximately 10% each of sales.  CVD's customers include many
  of the largest semiconductor, telecommunications, and computer companies in
  the world.
  <TABLE>
  <CAPTION>
  Several of these major customers are as follows:
  <S>                                <S>                                <S>
  Advanced Technology Material Inc.  Agere Systems Inc.                 Agilent Technologies
  Air Products                       Alpha Photonics                    Alpha Industries
  AMP Inc.                           Applied Material                   ASML
  Astro Power                        AXT Optoelectronics                Bechtel Bettis Inc.
  B.F. Goodrich                      BOC                                Brookhaven National Labs
  Bruckner                           China Nat'l Electronics            Corning Inc.
  Cree                               Dow Corning                        Hewlett Packard
  IBM                                Innosys Inc.                       INO
  ITT                                JDS Uniphase                       Kopin Corporation
  Lockheed Martin                    Lucent Technologies                Lumileds Lighting
  MEMC Electronic Materials          Microchip Technology               NASA
  Nat'l Institute of Standards       Nova Crystals                      Osram
  ON Semiconductor                   Phillips Semiconductor             Raytheon
  Samsung Electronics                SemiTool                           STAR Center
  Sensors Unlimited                  Silicon Valley Group Inc.          Thermco Systems
  Tokyo Electronics                  Tyco Electronics                   Veeco
  Watkins Johnson Company
  </TABLE>
  <TABLE>
  <CAPTION>
  In addition, CVD's customers include many prominent universities as
  follows:
  <S>                                <S>                                <S>
  Australian National University     Carnegie Mellon University         Case Western Reserve University
  Cornell University                 Indian Institute of Science        Louisiana Tech. University
  Pennsylvania State University      Princeton University               Rensselaer Polytechnic Institute
  Research Foundation of SUNY        Virginia Polytechnic Institute     University of Albany
  University of Illinois             University of California           University of Maryland
  University of Rochester            @Santa Barbara                     Yale University
  University of Wisconsin
  </TABLE>

  FOREIGN  OPERATIONS
  The Company's revenues derived from foreign exports were 15% and 3% in 2001
  and 2000 respectively.


  <PAGE> 7

  MANUFACTURING MATERIALS AND SUPPLIES
  The Company does not manufacture many components used in producing the
  Company's products.  They are purchased from unrelated third-party
  manufacturers of such equipment.  The Company has no supply contracts
  covering these components. The Company is not dependent on a principal or
  major supplier and alternate suppliers are available.  The Company does not
  use a large amount of raw or difficult to obtain materials that could cause
  a problem in production of our equipment.

  The Company has its own fully equipped machine shop to fabricate in house;
  the most complex designed parts of our equipment. The Company recently
  purchased CNC machines for the machine shop, thus dramatically increasing
  efficiencies while significantly reducing costs in production. Similarly,
  the Company's own Quartz shop is capable of meeting our quartzware needs.

  Quality control is a fundamental critical component in our processes.
  Materials procured on the outside and/or manufactured internally undergo a
  rigorous quality control process to ensure that the parts meet or exceed
  the most stringent specifications. All equipment, upon final assembly,
  undergoes a final series of complete testing to ensure product performance.

  ORDER BACKLOG
  As of December 31, 2001 the Company's order backlog was $1,389,004 compared
  to $5,508,802 on December 31, 2000. Included in the backlog are all
  accepted customer purchase orders. Order backlog is usually a reasonable
  management tool to indicate expected revenues and projected profits,
  however, it does not provide an assurance of future achievement or profits
  as order cancellations or delays are possible.

  EMPLOYEES
  As of December 31, 2001, the Company employed 76 full time personnel and 4
  part time personnel of which 36 were in manufacturing, 15 in engineering
  (including research and development and efforts related to product
  improvement), 8 in field service, 5 in marketing and 16 in general
  management and administration.

  The Company is not party to any collective bargaining agreement and has had
  no work stoppages.  The Company believes that its employee relations are
  good.

  INSURANCE
  Because the Company's products are used in connection with explosive,
  flammable, corrosive and toxic gases, there are potential exposures to
  personal injury as well as property damage, particularly if operated
  without regard to the design limits of the systems and components.

  The Company endeavors to minimize its product liability exposure by
  engineering safety devices for its products, carefully monitoring incidents
  involving its products to determine areas where safety improvements may be
  made, and training programs in connection with its products.


  <PAGE> 8

  The Company believes that their insurance coverage is adequate. The
  following types of insurance coverage is carried by the Company:
     o Product liability
     o Property Contents
     o General Liability
     o Workers Compensation
     o Transportation
     o Directors and Officers
     o Employee Benefits Liability
     o Business Auto
     o Umbrella

  GOVERNMENT REGULATIONS
  The Company knows of no government requirements for approval of the sale of
  their products or services except in some export cases.  At that time we
  apply for the appropriate export license.  As of December 31, 2001, there
  was no pending government approvals.

  The Company knows of no existing or probable governmental regulations that
  would have a serious effect on our business.

  Cost associated with compliance to environmental laws has not been
  significant to the Company's business.

  FORWARD LOOKING STATEMENTS
  Certain statements in this Management's Discussion and Analysis of Financial
  Condition and Results of Operations constitute "forward looking statements"
  within the meaning of the Private Securities Litigation Reform Act of 1995.
  Such forward looking statements involve known and unknown risks,
  uncertainties and other factors which may cause the actual results,
  performance, or achievements of the Company to be materially different from
  any future results, performance, or achievements expressed or implied by
  such forward looking statements.  These forward looking statements were
  based on various factors and were derived utilizing numerous important
  assumptions and other important factors that could cause actual results to
  differ materially from those in the forward looking statements.  Important
  assumptions and other factors that could cause actual results to differ
  materially from those in the forward looking statements, include, but are
  not limited to: competition in the Company's existing and potential future
  product lines of business; the Company's ability to obtain financing on
  acceptable terms if and when needed; uncertainty as to the Company's future
  profitability, uncertainty as to the future profitability of acquired
  businesses or product lines, uncertainty as to any future expansion of the
  Company.  Other factors and assumptions not identified above were also
  involved in the derivation of these forward looking statements, and the
  failure of such assumptions to be realized as well as other factors may
  also cause actual results to differ materially from those projected.  The
  Company assumes no obligation to update these forward looking statements to
  reflect actual results, changes in assumptions or changes in other factors
  affecting such forward looking statements.


  <PAGE> 9

  ITEM 2.  DESCRIPTION OF PROPERTIES
  On June 1, 1991, the Company relocated its operations to its present
  location in Ronkonkoma, New York, a 20,000 square foot facility.  The
  Company signed a 5-year lease extension in 2000 that is scheduled to expire
  on July 31, 2006. Currently, the CVD division is located at this facility.
  Management feels that the property is adequately covered by insurance and
  is in good condition.

  On April 29,1999, the Company purchased for $1,400,000, a 22,000 square
  foot facility, situated on 5 acres of land located at 1117 Kings Highway,
  Saugerties, NY 12477. Currently, the SDC and ECS divisions are located at
  this facility. Management feels the property is adequately covered by
  insurance and is in good condition.

  On November 5, 2001, the Company contracted to purchase a 50,000 Sq. Ft.
  facility located in Ronkonkoma, NY. Closing occurred in March 2002. The
  Research International division is located in this new facility. During the
  third quarter of 2002, the Company expects to relocate operations from the
  existing 20,000 Sq. Ft. Ronkonkoma facility, to the new location

  ITEM 3.  LEGAL PROCEEDINGS
  On September 24, 1999 the Company was named in a lawsuit. The nature of this
  legal proceeding focused on the intellectual property obtained during the
  purchase of assets of Stainless Design Corporation.  On November 10, 1999,
  the Company responded with a counterclaim.  It is legal counsels' belief
  that the lawsuit against CVD is without merit and that our counter-suit
  will be successful. The Company considers its potential exposure to be
  negligible and covered by insurance.

  On  October 27, 1999, the Company initiated a lawsuit against a customer
  upon certain outstanding bills. The Company was awarded a judgement of
  $48,452 that covers the amount owed. However, the customer filed for
  bankruptcy protection and the customer's assets are in the process of being
  liquidated to help satisfy all creditors. In 2001, all the assets of the
  customer were liquidated and used to partially pay administrative fees.
  There were no residual assets for the creditors. This item is not
  considered to be material in nature.

  On January 26, 2000, the Company initiated a lawsuit against a customer
  upon certain outstanding bills. The customer responded with a counterclaim
  that legal counsel believes to be without merit. This action is still
  pending and is not considered to be material in nature.

  ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
  A shareholder's meeting was held in the third quarter of 2001 for the
  primary purpose of re-electing directors and approving the selection of our
  outside auditing firm.


  <PAGE> 10


                                    PART II

  ITEM 5.  MARKET FOR THE REGISTRANT'S COMMON STOCK AND
      RELATED SECURITY HOLDER MATTERS

  PRINCIPAL MARKET
  The stock has been traded on the AMEX under the symbol CVV since June 2001.
  Prior to June 2001, the stock was traded on the OTC Bulletin Board under
  the symbol of CVDE.

  STOCK PRICE INFORMATION
  The Company's common stock first began to be publicly traded on September
  11, 1985 and prior to that date the Company was privately held.  The
  following chart sets forth the high and low closing bid price of the Common
  Stock for the indicated periods.
  <TABLE>
  <CAPTION>
            Period                                    High         Low
  <S>                                                 <C>          <C>
  January 1, 2000 through March 31, 2000              3.750        0.875
  April 1, 2000 through June 30, 2000                 2.750        1.625
  July 1, 2000 through September 30, 2000             5.375        2.000
  October 1, 2000 through December 31, 2000           5.000        2.188
  January 1, 2001 through March 31, 2001              5.063        3.500
  April 1, 2001 through June 30, 2001                 4.250        3.190
  July 1, 2001 through September 30, 2001             3.590        2.080
  October 1, 2001 through December 31, 2001           3.890        2.050
  <FN>
  The chart reflects inter-dealer prices, without retail mark-up, markdown,
  or commission and does not represent actual transactions.
  </TABLE>

  DIVIDENDS
  The Company paid no cash dividends during the period, nor does the Company
  expect to pay a cash dividend in the near future. The Company's policy has
  been to utilize cash in growing and expanding the business.

  APPROXIMATE NUMBER OF HOLDERS OF COMMON STOCK
  The number of holders of record of the Company's Common Stock as of March
  1, 2002 was approximately 613.


  <PAGE> 11

  ITEM 6.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
           CONDITION AND RESULTS OF OPERATIONS

  2001 COMPARED TO 2000
  The difference in 2001 financial data when compared to 2000 is mainly
  attributed to the growth of the CVD and SDC divisions and the start-up of
  the Research International division. In 2002 we expect to see continued
  growth for all four divisions.

  New orders in 2001 totaled $2.1 million for CVD and $3.8 million for SDC
  and $0.6 million for ECS for a total of $6.5 million, which was 58% lower
  than 2000's level of new orders of $15.3 million.  The revenues produced a
  net profit of $874,142. Diluted net earnings per share were $.27 in 2001
  compared to $.29 in 2000.  In the past the Company has generally
  manufactured customized equipment.  In 2001 the Company worked on further
  developing a line of standard products to supplement to our custom systems
  and we began shipping some of these products in 2001.

  REVENUE
  An increase in volume resulted in revenue for the year being $10,839,993,
  which was a 14.1% increase from 2000 revenues of $9,504,181.

  The type of sales in 2001 was similar to those of 2000.  The Company
  shipped approximately 12% to government associated entities, 19% to major
  colleges and universities, 3% to research laboratories and another 66% was
  shipped to significant Fortune 500 industrial companies.

  COSTS AND EXPENSES
  In 2001, cost of revenues as a percentage of revenues increased to 64% from
  61% in 2000. The main reason for the 3% increase in cost of revenues as a
  percentage of sales was an increase in payroll expenses. The Company
  averaged 79 employees in 2001 compared to 63 employees in 2000. The actual
  cost of revenues increased from $5,809,275 in 2000 to $6,940,080 in 2001,
  an increase of $1,130,805. Of this increase, $484,787 is attributable to
  increased purchases of material, and $514,731 to increases in salaries.

  Selling and shipping expense was higher by $109,236 in 2001 compared to
  2000.  This mainly resulted from a $100,075 increase in salaries.

  General and Administrative expenses rose by $423,861 in 2001 compared to
  2000.  This resulted mainly from a $259,423 increase in salaries and an
  increase in legal fees of $165,015.

  Interest expense decreased by $5,818 from 2000 to 2001 as the Company's
  average outstanding debt on the Saugerties facility decreased.


  <PAGE> 12

  LIQUIDITY AND CAPITAL RESOURCES
  By year-end 2001, the Company's cash position increased to $2,361,150 from
  $600,621 at the beginning of the year. In addition to the year end cash
  position, there were significant cash layouts during the year, $400,000 for
  the acquisition of Research International, $257,500 for the acquisition of
  the new building, and $386,374 for Federal taxes.

  In 2001, accounts receivable, net of the allowance, decreased to $1,212,237
  from $2,002,540 in 2000 while inventory increased to $829,040 from
  $454,898. The increase in inventory was a result of the acquisition of the
  Research International division where $650,000 was due to inventory. The
  decrease in receivables from 2001 to 2000 was attributable to timing of
  customer payments and billings.  The increase in inventory in 2001 was
  mainly due to a decrease in work in process of $117,847, an increase in raw
  materials of $308,175 and an increase in finished goods of $183,814.

  In 2002, we expect to have sufficient cash flow from operations and do not
  anticipate the need to raise additional funds for the normal course of
  business.


  2000 COMPARED TO 1999
  The difference in 2000 financial data when compared to 1999 is mainly
  attributed to the growth of the CVD and SDC divisions and the start-up of
  the ECS division. In 2001 we expect to see continued growth for all three
  divisions.

  New orders in 2000 totaled $9.5 million for CVD and $5.6 million for SDC
  and $0.2 million for ECS for a total of $15.3 million, which was 155%
  higher than 1999's level of new orders of $6.0 million.  The revenues
  produced a net profit of $928,679. Diluted net earnings per share were $.29
  in 2000 compared to $.05 in 1999.  In the past the Company has generally
  manufactured customized equipment.  In 1999 the Company worked on
  developing a line of standard products as a supplement to our custom
  systems and began shipping some of these products in 2000. In September
  1997, the Company opened a Web site, www.cvdequipment.com to support the
  Company's marketing program.  In May 1999 the Company opened its second web
  site, www.stainlessdesign.com and in November of 1999 a third wed site was
  added, www.equipmentconsulting.com.

  REVENUE
  An increase in volume resulted in revenue for the year being $9,504,181,
  which was a 79.5% increase from 1999 revenues of $5,295,859.

  The type of sales in 2000 were similar to those of 1999.  The Company
  shipped approximately 1% to government associated entities, 6% to major
  colleges and universities, 5% to research laboratories and another 88% was
  shipped to significant Fortune 500 industrial companies.


  <PAGE> 13

  COSTS AND EXPENSES
  In 2000, cost of revenues as a percentage of revenues decreased to 61% from
  65% in 1999. The main reason for the 4% decrease in cost of revenues as a
  percentage of sales was a decrease in payroll expenses. The Company
  averaged 63 employees in 2000 compared to 51 employees in 1999. The actual
  cost of revenues increased from $3,453,307 in 1999 to $5,809,275 in 2000,
  an increase of $2,355,968. Of this increase, $1,497,618 is attributable to
  increased purchases of material, and $662,721 to increases in salaries.

  Selling and shipping expense was lower by $186 in 2000 compared to 1999.
  This mainly resulted from a $96,150 increase in commissions, a $22,254
  increase in freight expense, which was offset by a decrease of $105,433 in
  salaries, and  $11,820 decrease in travel.

  General and Administrative expenses rose by $418,448 in 2000 compared to
  1999.  This resulted mainly from a $182,071 increase in salaries and
  employee benefits, an increase in depreciation of $31,025, an increase in
  legal fees of $112,070, an increase of $39,012 in shareholders' expense and
  bad debt of $55,096.

  Interest expense increased by $16,816 from 1999 to 2000 as the Company's
  average outstanding debt increased in 2000 as a result of a mortgage on the
  SDC facility.


  LIQUIDITY AND CAPITAL RESOURCES
  By year-end 2000, the Company's cash position increased to $600,621 from
  $91,714 at the beginning of the year. During year 2000, the Company sold
  the remaining $330,500 worth of  securities it held at the end of 1999.

  In 2000, accounts receivable, net of the allowance, increased to $2,002,540
  from $1,019,771 in 1999 while inventory decreased to $454,898 from
  $713,762. The increase in receivables from 2000 to 1999 is associated with
  an increase in revenues.  The decrease in inventory in 2000 was mainly due
  to a decrease in work in process of $100,261 and a decrease in finished
  goods of $120,148.

  In 2001, we expect to have sufficient cash flow from operations and do not
  anticipate the need to raise additional funds.



  ITEM 7.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA


  <PAGE> 14







                           CVD EQUIPMENT CORPORATION
                                AND SUBSIDIARIES

                       CONSOLIDATED FINANCIAL STATEMENTS

                               FORM 10-KSB ITEM 7

                     Years ended December 31, 2001 and 2000








  <PAGE> 15

                   INDEX TO CONSOLIDATED FINANCIAL STATEMENTS


                                                                  Page No.


  INDEPENDENT AUDITORS' REPORT....................................... F-3


  FINANCIAL STATEMENTS:

  Consolidated Balance Sheets as of December 31, 2001 and 2000....... F-4

  Consolidated Statements of Income
    for the Years Ended December 31, 2001 and 2000................... F-5

  Consolidated Statements of Stockholders' Equity for the Years Ended
    December 31, 2001 and 2000....................................... F-6

  Consolidated Statements of Cash Flows for the Years Ended
    December 31, 2001 and 2000....................................... F-7

  Notes to Consolidated Financial Statements......................... F-8



  <PAGE> 16

                                      F-3

  A L B R E C H T ,  V I G G I A N O ,  Z U R E C K
              &  C O M P A N Y ,  P . C .
                                             CERTIFIED PUBLIC ACCOUNTANTS
                                                         25 SUFFOLK COURT
                                                     HAUPPAUGE, NY  11788
                                                           (631) 434-9500



                          INDEPENDENT AUDITORS' REPORT


  To the Board of Directors and Stockholders
  CVD Equipment Corporation
  Ronkonkoma, New York


  We have audited the accompanying consolidated balance sheets of CVD
  Equipment Corporation and Subsidiary (the Company) as of December 31,
  2001 and 2000, and the related consolidated statements of income and
  comprehensive income, stockholders' equity, and cash flows for the
  years then ended.  These financial statements are the responsibility
  of the Company's management.  Our responsibility is to express an
  opinion on these financial statements based on our audits.

  We conducted our audits in accordance with auditing standards
  generally accepted in the United States of America.  Those standards
  require that we plan and perform the audit to obtain reasonable
  assurance about whether the financial statements are free of material
  misstatement.  An audit includes examining, on a test basis, evidence
  supporting the amounts and disclosures in the financial statements.
  An audit also includes assessing the accounting principles used and
  significant estimates made by management, as well as evaluating the
  overall financial statement presentation.  We believe that our audits
  provide a reasonable basis for our opinion.

  In our opinion, the consolidated financial statements referred to
  above present fairly, in all material respects, the financial
  position of CVD Equipment Corporation and Subsidiary as of December
  31, 2001 and 2000 and the results of its operations and its cash
  flows for the years then ended, in conformity with auditing standards
  generally accepted in the United States of America.

  /S/ Albrecht, Viggiano, Zureck & Company, P.C.

  Hauppauge, New York
  February 15, 2002, except for Note 16, as to which the date is March
  7, 2002


  <PAGE> 17
                                      F-4
  <TABLE>
  <CAPTION>
                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                          CONSOLIDATED BALANCE SHEETS
                           December 31, 2001 and 2000

                                                             2001            2000
                                                         ------------    ------------
  <S>                                                    <C>             <C>
  ASSETS

  Current Assets
    Cash and cash equivalents                            $ 2,361,150     $   600,621
    Accounts receivable, net                               1,212,237       2,002,540
    Costs and estimated earnings in excess of billings
     on uncompleted contracts                                358,022       1,483,459
    Inventories                                              829,040         454,898
    Other current assets                                      20,269          32,155
                                                         ------------    ------------
                                   Total Current Assets    4,780,718       4,573,673

  Property, Plant and Equipment, net                       2,060,502       2,258,512

  Deferred Income Taxes                                      268,623         306,623

  Other Assets                                               439,067         148,130
                                                         ------------    ------------
                                            Total Assets $ 7,548,910     $ 7,286,938
                                                         ============    ============
  LIABILITIES AND STOCKHOLDERS' EQUITY

  Current Liabilities
    Accounts payable                                     $   153,332     $   607,777
    Accrued expenses                                         378,231         685,839
    Billings in excess of costs on uncompleted contracts         -0-         146,613
    Current maturities of long-term debt                     365,790          18,135
                                                         ------------    ------------
                               Total Current Liabilities     897,353       1,458,364
  Long-Term Debt, net of current portion                     864,100         959,570
                                                         ------------    ------------
                                                           1,761,453       2,417,934
                                                         ------------    ------------

  Commitments and Contingencies

  Stockholders' Equity
    Common stock - $0.01 par value - 10,000,000 shares
      authorized; 3,032,325 and 3,000,750 shares issued
      and outstanding at December 31, 2001 and
      2000, respectively                                      30,323          30,008
    Additional paid-in capital                             2,892,416       2,848,420
    Retained earnings                                      2,864,718       1,990,576
                                                         ------------    ------------
                              Total Stockholders' Equity   5,787,457       4,869,004
                                                         ------------    ------------
              Total Liabilities and Stockholders' Equity $ 7,548,910     $ 7,286,938
  <FN>
  See notes to consolidated financial statements.
  </TABLE>


  <PAGE> 18
                                      F-5
  <TABLE>
  <CAPTION>
                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                           CONSOLIDATED STATEMENTS OF
                     Years ended December 31, 2001 and 2000
                                                             2001            2000
                                                         ------------    ------------
  <S>                                                    <C>             <C>
  Revenues
    Revenue on completed contracts                       $ 9,009,323     $ 6,828,603
    Revenue on uncompleted contracts                       1,830,670       2,675,578
                                                         ------------    ------------
                                          Total Revenues  10,839,993       9,504,181
                                                         ------------    ------------
  Costs of Revenues
    Costs on completed contracts                           6,060,054       4,479,213
    Costs on uncompleted contracts                           880,026       1,330,062
                                                         ------------    ------------
                                 Total Costs of Revenues   6,940,080       5,809,275
                                                         ------------    ------------
                                            Gross Profit   3,899,913       3,694,906
                                                         ------------    ------------
  Operating Expenses
    Selling and shipping                                     675,247         566,011
    General and administrative                             2,150,276       1,726,415
                                                         ------------    ------------
                                Total Operating Expenses   2,825,523       2,292,426
                                                         ------------    ------------
                                                           1,074,390       1,402,480
                                                         ------------    ------------
  Other Income (Expense)
    Interest income                                           52,644          43,667
    Interest expense                                         (64,674)        (70,492)
    Gain on sale of fixed assets                              37,666             -0-
    Loss on sale of securities                                   -0-         (19,500)
    Other income                                               6,968          18,014
                                                         ------------    ------------
                            Total Other Income (Expense)      32,604         (28,311)
                                                         ------------    ------------
                                     Income Before Taxes   1,106,994       1,374,169
  Income Tax Provision                                       232,852         445,490
                                                         ------------    ------------
                                              Net Income $   874,142     $   928,679
                                                         ============    ============
  Earnings Per Share
    Basic                                                $      0.29     $      0.31
    Diluted                                              $      0.27     $      0.29

  Weighted Average Shares
    Basic                                                  3,014,744       2,963,972
    Diluted                                                3,263,395       3,183,387

  <FN>
  See notes to consolidated financial statements.
  </TABLE>


  <PAGE> 19
                                      F-6
  <TABLE>
  <CAPTION>
                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
                     Years ended December 31, 2001 and 2000
                                                    Accumulated
                                       Additional      Other                       Total
                          Common        Paid-In     Comprehensive   Retained    Stockholders'
                           Stock        Capital        Income       Earnings       Equity
                        ------------  ------------  ------------  ------------  ------------
  <S>                   <C>           <C>           <C>           <C>           <C>
  Balance as of
    December 31, 1999   $    29,188   $ 2,838,990   $   (35,510)  $ 1,061,897   $ 3,894,565

  Net income                                                          928,679       928,679

  Total comprehensive
    income                                               35,510                      35,510

  Compensatory stock
    Options                     820         9,430                                    10,250
                        ------------  ------------  ------------  ------------  ------------
  Balance as of
    December 31, 2000   $    30,008   $ 2,848,420   $       -0-   $ 1,990,576   $ 4,869,004

  Net income                                                          874,142       874,142

  Compensatory stock
    Options                     315        43,996           -0-           -0-        44,311
                        ------------  ------------  ------------  ------------  ------------
  Balance as of
    December 31, 2001   $    30,323   $ 2,892,416   $       -0-   $ 2,864,718   $ 5,787,457
                        ============  ============  ============  ============  ============

  <FN>
  See notes to consolidated financial statements.
  </TABLE>


  <PAGE> 20
                                      F-7
  <TABLE>
  <CAPTION>
                   CVD EQUIPMENT CORPORATION AND SUBSIDIARIES
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                     Years ended December 31, 2001 and 2000
                                                             2001            2000
                                                         ------------    ------------
  <S>                                                    <C>             <C>
  Cash Flows from Operating Activities
    Net income                                           $   874,142     $   928,679
    Adjustments to reconcile net income to net
      cash provided by operating activities:
        Deferred tax provision                                38,000          42,145
        Depreciation and amortization                        265,671         269,450
        Gain on sale of fixed assets                         (37,666)            -0-
        Bad debt provision                                     4,538          21,966
        Loss on sale of securities                               -0-          19,500
        (Increase) decrease in:
          Accounts receivable                                785,765      (1,004,735)
          Costs and estimated earnings in excess
            of billings on uncompleted contracts           1,125,437        (993,245)
          Inventory                                          (24,142)        258,864
          Prepaid income taxes                                   -0-          12,812
          Other current assets                                11,886           7,232
          Other assets                                      (339,426)        (16,895)
        Increase (decrease) in:
          Accounts payable                                  (454,445)        436,639
          Accrued expenses                                  (307,608)        401,705
          Billings in excess of costs
            on uncompleted contracts                        (146,613)         79,109
                                                         ------------    ------------
              Net Cash Provided By Operating Activities    1,795,539         463,226
                                                         ------------    ------------
  Cash Flows from Investing Activities
    Capital expenditures                                    (126,781)       (277,286)
    Proceeds from sale of securities                             -0-         330,500
    Proceeds from sale of fixed assets                       145,275             -0-
                                                         ------------    ------------
             Net Cash Provided In Investing Activities        18,494          53,214
                                                         ------------    ------------
  Cash Flows from Financing Activities
    Proceeds from the exercise of options                     44,311          10,250
    Payments of long-term debt                               (97,815)        (17,783)
                                                         ------------    ------------
                 Net Cash Used By Financing Activities       (53,504)         (7,533)
                                                         ------------    ------------
             Net Increase in Cash and Cash Equivalents     1,760,529         508,907
  Cash and Cash Equivalents at Beginning of Year             600,621          91,714
                                                         ------------    ------------
              Cash and Cash Equivalents at End of Year   $ 2,361,150     $   600,621
                                                         ============    ============

  <FN>
  See notes to consolidated financial statements.
  </TABLE>


  <PAGE> 21
                                      F-8

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 1 - Summary of Significant Accounting Policies

  Description of Business

  CVD Equipment Corporation and Subsidiary (the Company), a New York
  corporation, was organized and commenced operations in October 1982.
  Principal business activities include the manufacturing of chemical
  vapor deposition equipment, customized gas control systems, and
  hydrogen annealing and brazing furnaces, all of which are used
  primarily to produce semiconductors and other electronic components.
  The Company engages in business throughout the United States and the
  world.

  Basis of Consolidation

  The consolidated financial statements include the accounts of CVD
  Equipment Corporation and its wholly-owned subsidiary.  In December
  1998, a subsidiary, Stainless Design Concepts, Ltd., was formed as a
  New York corporation.  In April 1999, this subsidiary was merged into
  CVD Equipment Corporation.  The Company has one inactive subsidiary,
  CVD Materials Corporation as of December 31, 2001.  All significant
  intercompany accounts and transactions have been eliminated in
  consolidation.

  Estimates

  The preparation of financial statements in conformity with generally
  accepted accounting principles requires management to make estimates
  and assumptions that affect the reported amounts of assets and
  liabilities and disclosure of contingent assets and liabilities at
  the date of the financial statements and the reported amounts of
  revenues and expenses during the reporting period.  Actual results
  could differ from those estimates.  Estimates are used when
  accounting for certain items such as long-term contracts, allowance
  for doubtful accounts, depreciation and amortization, taxes and
  warranties.

  Comprehensive Income

  In 1998, the Company adopted Statement of Financial Accounting
  Standards (SFAS) No. 130, Reporting Comprehensive Income.
  Comprehensive income consists of net income and other comprehensive
  income; the latter includes unrealized gains and losses on
  available-for-sale securities and is presented in the Consolidated
  Statements of Stockholders' Equity.  The adoption of SFAS No. 130
  had no effect on stockholders' equity.

  Inventories

  Inventories are valued at the lower of cost or market.  The Company
  uses a cost system which approximates the first-in, first-out method.

  Reclassifications

  Certain items have been reclassified in the 2000 financial statements
  to conform to the 2001 presentation.  These reclassifications have no
  effect on the net income previously reported.


  <PAGE> 22
                                      F-9

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 1 - Summary of Significant Accounting Policies (continued)

  Securities Available-For-Sale

  The Company evaluates its investment policies consistent with Financial
  Accounting Standards Board Statement (SFAS) No. 115, Accounting for Certain
  Investments in Debt and Equity Securities.  Accordingly, investment
  securities are classified as available-for-sale securities and carried at
  fair value, with temporary unrealized gains and losses reported in
  accumulated other comprehensive income as a separate component of
  stockholders' equity. Realized gains and losses on sales of securities
  classified as available-for-sale are determined using the specific
  identification method.

  Income Taxes

  The Company uses the asset and liability method of accounting for income
  taxes.  Under the asset and liability method, deferred tax assets and
  liabilities are recognized for the future tax consequences attributable to
  differences between the financial statement carrying amounts and the tax
  basis of existing assets and liabilities.  A valuation allowance is not
  considered necessary by management, since it is more likely than not that
  the deferred tax asset will be realized.  An allowance may be necessary in
  the future based on changes in economic conditions.

  Property, Plant and Equipment

  Property, plant and equipment are stated at cost less accumulated
  depreciation and amortization.  The cost of certain labor and overhead which
  is expected to benefit future periods, has been capitalized and amortized.
  Depreciation and amortization are computed by the straight-line method for
  financial purposes over the estimated useful lives of the assets.

  Software Capitalization

  In 1998, the Company adopted Statement of Position 98-1, Accounting for
  Costs of Computer Software Developed or Obtained for Internal Use.  This
  standard requires certain direct development costs associated with internal-
  use software to be capitalized including external direct costs of material
  and services and payroll costs for employees devoting time to the software
  projects.  These costs totaled $10,886 and $27,853 for the years ended
  December 31, 2001 and 2000, respectively, and are included in Other Assets.
  All software is amortized straight-line over three years.  Amortization
  expense related to software totaled $26,391 and $20,731 for the years ended
  December 31, 2001 and 2000, respectively.

  Intangible Assets

  In December 1998, the Company paid $15,000 for the right to use the trade
  name, "Stainless Design".  This amount is included in Other Assets and
  amortized straight-line over ten years.  Also in December 1998, the Company
  purchased engineering drawings for $25,000, which is included in Other
  Assets and amortized straight-line over 15 years.  As of December 31, 1999
  and 1998, the Company recorded in Other Assets a license agreement costing
  $10,000.  The license agreement is being amortized over its life of 5 years.
  During 2001, the Company acquired intellectual property in connection with
  the acquisition of the Research International division.  The cost of the
  intellectual property was $50,000 and is being amortized over fifteen years
  on a straight-line basis.  Amortization expense recorded by the Company in
  2001 and 2000 for these intangibles totaled $5,167.


  <PAGE> 23
                                      F-10

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 1 - Summary of Significant Accounting Policies (continued)

  Revenue and Income Recognition

  In December 1999, the SEC released SAB No. 101, "Revenue Recognition in
  Financial Statements", providing the staff's views in applying accounting
  principles generally accepted in the United States to certain revenue
  recognition issues.  The Company adopted SAB No. 101, as amended in the
  fourth quarter of 2000 as required.  The adoption of SAB No. 101 did not
  have a material effect on the Company's consolidated financial position,
  results of operations or cash flows.

  The Company recognizes revenues and income using the percentage-of-
  completion method for complex major products while revenues from other
  products are recorded when such products are accepted and shipped.  Profits
  on contracts for complex major products are recorded on the basis of the
  Company's estimates of the percentage-of-completion of individual contracts,
  commencing when progress reaches a point where experience is sufficient to
  estimate final results with reasonable accuracy.  Under this method,
  revenues are recognized based on costs incurred to date compared with total
  estimated costs.

  The asset, "Costs and estimated earnings in excess of billings on
  uncompleted contracts," represents revenues recognized in excess of amounts
  billed.

  The liability, "Billings in excess of costs on uncompleted contracts,"
  represents amounts billed in excess of revenues earned.

  Bad Debts

  Accounts receivable are presented net of an allowance for doubtful accounts
  of $26,504 and $21,966 as of December 31, 2001 and 2000, respectively.  The
  allowance is based on prior experience and management's evaluation of the
  collectibility of accounts receivable.  Management believes the allowance is
  adequate.  However, further additions may be necessary based on changes in
  economic conditions.

  Product Warranty

  The Company records warranty costs as incurred and does not provide for
  possible future costs.  Management estimates such costs not to be material
  based on prior experience. However, it is reasonably possible that this
  estimate may change in the future.

  Advertising Costs

  The Company expenses advertising costs which are not expected to benefit
  future periods. Advertising expenses included in selling and shipping
  expenses were $18,217 and $1,938 in 2001 and 2000, respectively.  As of
  December 31, 2001 and 2000, the Company's capitalized advertising costs
  included in Other Assets totaled $63,849 and $62,681, respectively, to
  develop a web site and to print brochures expected to be used in the future.
  Capitalized advertising costs are amortized straight-line over three years.
  Amortization expense related to advertising costs totaled $16,586 and
  $19,855 in 2001 and 2000, respectively.


  <PAGE> 24
                                      F-11

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 1 - Summary of Significant Accounting Policies (continued)

  Earnings Per Share

  In February 1997, the Financial Accounting Standards Board issued SFAS No.
  128, Earnings per Share.  This pronouncement requires the reporting of two
  net income per share figures: basic net income per share and diluted net
  income per share.  Basic net income is calculated by dividing net income by
  the weighted-average number of common shares outstanding during the period.
  Diluted net income per share is computed by dividing net income by the sum
  of the weighted-average number of common shares outstanding during the
  period plus the dilutive effect of shares issuable through stock options.
  <TABLE>
  <CAPTION>
  A reconciliation of the weighted-average number of common shares outstanding
  used in the calculations of basic and diluted earnings per share follows.
                                          2001                      2000
                                 ----------------------    ----------------------
                                 Basic        Dilutive     Basic        Dilutive
                                 ---------    ---------    ---------    ---------
  <S>                            <C>          <C>          <C>          <C>
  Weighted-average number of
    common shares outstanding    3,014,744    3,014,744    2,963,972    2,963,972
                                 =========                 =========
  Dilutive options to purchase
    common shares outstanding                   248,651                   219,415
                                              ---------                 ---------
                                              3,263,395                 3,183,387
                                              =========                 =========
  <FN>
  The effects of 3,500 options granted in 2000 at an exercise price $3.25 were
  not included in the computation of diluted earnings per share for the year
  ended December 31, 2000 because they are anti-dilutive.
  </TABLE>

  Cash and Cash Equivalents

  The Company considers all highly liquid financial instruments purchased with
  a maturity of three months or less to be cash equivalents.

  Concentration of Credit Risk

  The Company places most of temporary cash investments with financial
  institutions and normally exceeds the FDIC limit.  The Company has not
  experienced any losses to date resulting from this policy.

  The Company performs ongoing credit evaluations of its customers' financial
  position and the risk with respect to trade receivables is further mitigated
  by the fact that  the Company's customer base is diversified.


  <PAGE> 25
                                      F-12

                   CVD EQUIPMENT CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 1 - Summary of Significant Accounting Policies (continued)

  Fair Value of Financial Instruments

  The carrying amounts of financial instruments including cash and cash
  equivalents, accounts receivable, other assets, accounts payable and accrued
  expenses, approximate fair value due to the relatively short maturity of
  these instruments.  The fair value of securities available-for-sale is
  estimated based on quoted market prices.  The carrying value of long-term
  debt approximates fair value based on borrowing rates currently available
  for loans with similar terms and maturities.

  Stock-Based Compensation

  The Company accounts for stock options as prescribed by Accounting
  Principles Board ("APB") Opinion No. 25 and includes pro forma information
  in the stock-based compensation footnote, as permitted by Financial
  Accounting Standards Board ("FASB") Statement No. 123, Accounting for Stock-
  Based Compensation ("SFAS 123").  Accordingly, no compensation cost is
  recognized for stock options granted in 2001 and 2000 since the option
  exercise price is not less than the market price of the underlying stock on
  the date of grant.  In 2000, compensation cost is recognized for stock
  options granted to Directors before December 15, 1999 based upon the fair
  market value of the options granted.  In 2000, compensation cost is also
  recognized for stock options granted to the President before December 15,
  1999 at an exercise price less than the market price of the underlying stock
  on the date of the grant.  In March 2000, the FASB issued FASB
  Interpretation No. 44, "Accounting For Certain Transactions Involving Stock-
  an interpretation of APB Opinion No. 25" ("FIN 44").  FIN 44 clarifies the
  application of APB No. 25 and among other issues clarifies the definition of
  an employee for purposes of applying APB Opinion No. 25.  The Company
  adopted FIN 44 in the first quarter of 2001 with no material effect on the
  Company's consolidated financial position, results of operations or cash
  flows.  As discussed in Note 10, there were no options granted during 2001.

  Recent Accounting Pronouncements

  In July 2001, the FASB issued SFAS No. 141, "Business Combinations" and SFAS
  No. 142 "Goodwill and Other Intangible Assets".  SFAS No. 141 provides new
  guidance on the accounting for a business combination at the date a business
  combination is completed.  Specifically, it requires use of the purchase
  method of accounting for all business combinations initiated after June 30,
  2001, thereby eliminating use of the pooling-of-interest method.  SFAS No.
  142 establishes new guidance on how to account for goodwill and intangible
  assets after a business combination is completed.  Among other things, it
  requires that goodwill and certain other intangible assets will no longer be
  amortized and will be tested for impairment at least annually and written
  down only when impaired.  This statement will apply to existing goodwill and
  intangible assets, beginning with fiscal years starting after December 15,
  2001.  Early adoption of the statement will be permitted for companies with
  a fiscal year beginning after March 15, 2001, for which the first quarter
  financial statements have not been issued.  The Company is currently
  evaluating these statements but does not expect that they will have a
  material impact on the Company's financial position, results of operations,
  or cash flows.


  <PAGE> 26
                                      F-13

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 1 - Summary of Significant Accounting Policies (continued)

  Shipping and Handling

  It is the Company's policy to include freight in total sales.  The amount
  included in sales was $16,480 and $15,957 for the years ended December 31,
  2001 and 2000, respectively.  Included in Selling and Shipping is $68,670
  and $50,281 for shipping and handling costs for 2001 and 2000, respectively.
  <TABLE>
  <CAPTION>
  Note 2- Supplemental Cash Flow Information
                                                   2001            2000
                                               ------------    ------------
  <S>                                          <C>             <C>
  Cash paid (received) during the year for:
    Income taxes, net of refunds               $   419,831     $      (794)
    Interest                                        64,674          70,492

  Noncash operating and financing:
    Inventory received as a part of Research
      International acquisition                $  (650,000)    $       -0-

      Less: Note issued for inventory              350,000             -0-
                                               ------------    ------------
                               Net Cash Used       300,000             -0-
                                               ------------    ------------
  </TABLE>
  Note 3 - Uncompleted Contracts
  <TABLE>
  <CAPTION>
  Costs, estimated earnings, and billings on uncompleted contracts are
  summarized as follows:
                                                   2001            2000
                                               ------------    ------------
  <S>                                          <C>             <C>
    Costs incurred on uncompleted contracts    $   880,026     $ 1,330,062
    Estimated earnings                             950,644       1,633,470
                                               ------------    ------------
                                                 1,830,670       2,963,532
    Billings to date                            (1,472,648)     (1,626,686)
                                               ------------    ------------
                                               $   358,022     $ 1,336,846
                                               ============    ============
    Included in accompanying balance sheets
      under the following captions:

      Costs and estimated earnings in excess
        of billings on uncompleted contracts   $   358,022     $ 1,483,459
      Billings in excess of costs and estimated
        earnings on uncompleted contracts              -0-        (146,613)
                                               ------------    ------------
                                               $   358,022     $ 1,336,846
                                               ============    ============

  </TABLE>


  <PAGE> 27
                                      F-14

                   CVD EQUIPMENT CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 4 - Securities Available-For-Sale

  At December 31, 1999, corporate preferred bonds have been categorized
  as available-for-sale and stated at fair value.  The Company recorded
  an unrealized holding loss of $51,211 for the year December 31, 1999,
  which is shown net of a deferred tax asset of $17,490 in accumulated
  other comprehensive income.  All bonds were sold during 2000.

  Note 5 - Inventory
  <TABLE>
  <CAPTION>
  Inventories consist of the following:
                                                   2001            2000
                                               ------------    ------------
  <S>                                          <C>             <C>
  Raw materials                                $   388,794     $    80,619
  Work-in-process                                   68,184         186,031
  Finished goods                                   372,062         188,248
                                               ------------    ------------
                                               $   829,040     $   454,898
                                               ============    ============

  </TABLE>
  Note 6 - Property, Plant and Equipment
  <TABLE>
  <CAPTION>
  Major classes of property, plant and equipment consist of the following:
                                                      2001            2000
                                                  ------------    ------------
  <S>                                             <C>             <C>
       Land                                       $    60,000     $    61,620
       Buildings                                    1,353,964       1,463,551
       Machinery and equipment                        894,945         819,523
       Capitalized labor and overhead                 316,131         753,239
       Furniture and fixtures                         156,116         157,472
       Computer equipment                             161,374         149,001
       Transportation equipment                        99,266          99,266
       Leasehold improvements                          85,027          47,222
                                                  ------------    ------------
                                                    3,126,823       3,550,894
       Accumulated depreciation and amortization   (1,066,321)     (1,292,382)
                                                  ------------    ------------
                                                  $ 2,060,502     $ 2,258,512
                                                  ============    ============
       Depreciation and amortization expense      $   217,182     $   223,418
                                                  ============    ============
  </TABLE>
  Note 7 - Short-Term Borrowings

  The Company has a line of credit facility with a bank which allows the
  Company to borrow up to $650,000 until June 1, 2002.  Interest is payable on
  any unpaid principal balance at the bank's prime rate plus 0.75%.  As of
  December 31, 2001 and 2000, no amounts were outstanding on this facility.
  The Company has an additional $350,000 credit line that is utilized as a
  letter of credit to secure the $350,000 debt to Research Inc. (Note 8).
  Borrowings are collateralized by the Company's assets.


  <PAGE> 28
                                      F-15

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 8 - Long-Term Debt
  <TABLE>
  <CAPTION>
  Long-term debt consists of the following:
                                                      2001            2000
                                                  ------------    ------------
  <S>                                             <C>             <C>
  KIDCO REALTY CORP.
    $900,000 purchase money mortgage
    secured by real property, building and
    improvements in Saugerties, New York;
    payable in equal monthly installments
    of $5,988, including interest at 7%
    per annum; entire principal comes due
    on May 1, 2009.                               $   874,129     $   884,399

  THE DIME SAVINGS BANK
    $86,400 note payable secured by
    real property and condominium unit in
    Saugerties, New York; payable in equal
    monthly installments of $846,
    including interest at 8.29% per annum
    until August 2004, when interest
    converts to a fixed rate equal to the
    5-year United States Treasury Bill
    rate plus 2.86%; final payment made in
    2001.                                                 -0-          82,112

  NISSAN MOTOR ACCEPTANCE CORP.
    Collateralized by a lien on the
    Company's automobile; payable in 60
    monthly installments of $495 including
    interest of 5.9% per annum; final
    payment due February 5, 2003.                       5,761          11,194

  RESEARCH INC.
    $350,000 note payable for the
    acquisition of assets from Research
    Inc. to be paid in full by November
    2002 at 5.5% interest.  Amount to be
    reduced by any service warranty work
    provided by CVD Equipment Corp.                   350,000             -0-
                                                  ------------    ------------
                                                    1,229,890         977,705
    Less:  Current maturities                         365,790          18,135
                                                  ------------    ------------
                                                  $   864,100     $   959,570
                                                  ============    ============
  </TABLE>
  Future maturities of long-term debt are as follows:

                          2002    $   365,790
                          2003         12,793
                          2004         12,662
                          2005         13,578
                          2006         14,559
              2007 to maturity        810,508
                                  ------------
                                  $ 1,229,890
                                  ============


  <PAGE> 29
                                      F-16

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 9 - Income Taxes

  The provision (benefit) for income taxes include the following:

                                                 2001            2000
                                             ------------    ------------
      Current:
          Federal                            $   186,926     $   375,268
          State                                    7,926          28,077
                                             ------------    ------------
                    Total Current Provision      194,852         403,345
                                             ------------    ------------
      Deferred:
          Federal                                158,246          28,793
          State                                 (120,246)         13,352
                                             ------------    ------------
                   Total Deferred Provision       38,000          42,145
                                             ------------    ------------
                                             $   232,852     $   445,490
                                             ============    ============

  The Company has a state investment tax credit carryforward of
  $273,057 that may be offset against future state tax liabilities
  through the year 2016 and other state tax credits totaling $186,222
  which may be carried forward indefinitely.

  The difference between the provision for income taxes at the
  Company's effective income tax rate and the federal statutory rate of
  34% is as follows:
                                                 2001            2000
                                             ------------    ------------
      Income taxes at statutory rate         $   376,377     $   467,217
      State taxes                                  7,926          21,512
      Investment tax credits and other          (151,451)        (43,239)
                                             ------------    ------------
                 Provision for Income Taxes  $   232,852     $   445,490
                                             ============    ============

  The tax effects of temporary differences giving rise to significant
  portions of deferred taxes are as follows:
                                                 2001            2000
                                             ------------    ------------
      Allowance for doubtful accounts        $    10,393     $     8,566
      Inventory capitalization                    21,312          17,081
      Deferred revenue                          (167,116)            -0-
      Compensatory stock options                     -0-             523
      Depreciation and amortization              (66,652)        (35,058)
      Investment tax credit                      460,067         315,511
      Other                                       10,619             -0-
                                             ------------    ------------
                         Deferred Tax Asset  $   268,623     $   306,623
                                             ============    ============


  <PAGE> 30
                                      F-17

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 10 - Stock-Based Compensation

  On June 15, 1989, the Company instituted a non-qualified stock option plan
  (the "Plan").  In connection therewith, 700,000 shares of the Company's
  common stock are reserved for issuance pursuant to options that may be
  granted under the Plan through June 3, 2004.  On June 3, 1996, the Company
  issued 84,000 options which expire ten years from the date of grant.  None
  of these options were exercisable until June 3, 1999.  The option price was
  less than the fair market value per share on the date the 1996 options were
  granted.  On April 15, 1998, 140,000 options were granted to employees under
  this Plan. Options granted in 1998 vest straight-line over a four-year
  period following the date of grant and expire five years after the date of
  grant.  On July 16, 1999, 52,500 options were granted to employees under
  this Plan. Options granted in 1999 vest incrementally over a four-year
  period following the date of grant and expire seven years after the date of
  grant.  On February 2, 2000, 242,000 options were granted to employees under
  this plan.  On May 7, 2000 and August 8, 2000, a total of 80,000 options
  were granted to employees.  On October 26, 2000, 3,500 options were granted
  to employees.  All options vest over a four-year period.  All options
  granted in 2000 expire seven years after the date of grant.  The option
  price for options granted in 1999 and 2000 is an amount per share of not
  less than the fair market value per share on the date the option is granted.
  In July 2001, the shareholders approved a non-qualified stock option plan
  covering key employees, officers, directors and other persons that maybe
  considered as service providers to the Company.  Options will be awarded by
  the Board of Directors or by a committee appointed by the board.  Under the
  plan, an aggregate of 300,000 shares of common stock, $.01 par value of
  Company are reserved for issuance or transfer upon the exercise of options
  which are granted.  Unless otherwise provided in the option agreement
  granted under the plan shall become exercisable in 25% installments
  commencing one year from the anniversary date of the grant.  The purchase
  price of the Common Stock under each option shall be no lower than the
  average bid price per share, calculated on a monthly basis, that the Common
  Stock (as reported by NASDAQ) traded during the calendar year immediately
  preceding the year in which the option is granted.  The stock options
  generally expire five years after the date of grant.  The stock option plan
  shall terminate on July 22, 2011.  No options have been granted under the
  July 2001 plan.


  <PAGE> 31
                                      F-18

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 10 - Stock-Based Compensation (Continued)
  <TABLE>
  <CAPTION>
  A summary of stock option activity related to the Company's Plan is
  as follows:
                                  Beginning       Granted      Exercised      Canceled      Ending
                                  Balance          During        During        During       Balance
                                  Outstanding      Period        Period        Period     Outstanding   Exercisable
                                  ------------  ------------  ------------  ------------  ------------  ------------
  <S>                             <C>           <C>           <C>           <C>           <C>           <C>
  Year ended December 31, 2000
  Number of shares                    266,500       325,500        82,000           -0-       510,000        72,250
  Weighted average exercise price
  per share                       $      0.97   $      0.67   $     0.125   $       -0-   $      1.65   $      1.43
  Year ended December 31, 2001
  Number of shares                    510,000           -0-        31,575           -0-       478,425       130,749
  Weighted average exercise price
  per share                       $      1.65   $       -0-   $      1.40   $       -0-   $      1.67   $      1.55
  <FN>
  The weighted-average per share fair value of the options granted
  during 2000 was estimated as $1.37 on the date of grant using the
  Black-Scholes option-pricing model with the following weighted-
  average assumptions:
                                                        2000
                                                    ------------
                   Risk-free interest rate          5.74 - 6.52%
                   Expected option life               7 years
                   Expected volatility                  80%
                   Expected dividend yield               0%

  There were no options issued during 2001.
  </TABLE>
  <TABLE>
  <CAPTION>
  The following table summarizes information about the options at December 31, 2001
                          Options Outstanding                Options Exercisable
                  ----------------------------------------  --------------------------
                                  Weighted      Weighted                    Weighted
                                  Average       Average                     Average
    Exercise         Number      Remaining    Exercisable      Number     Exercisable
      Price       Outstanding       Life         Price      Exercisable      Price
  --------------  ------------  ------------  ------------  ------------  ------------
  <C>             <C>           <C>           <C>           <C>           <C>
  $0.13 - $1.00        51,000    4.55 years   $    1.00          15,300   $      1.00
  $1.51 - $1.75       343,925    3.96 years   $    1.68         101,099   $      1.57
  $2.00 - $2.75        80,000    5.47 years   $    2.00          14,000   $      2.00
  $3.00 - $3.25         3,500    5.50 years   $    3.25             350   $      3.25
  </TABLE>
  Had compensation expense for the Company's stock-based compensation plan
  been determined consistent with SFAS 123, net income and earnings per share


  <PAGE> 32
                                      F-19

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 10 - Stock-Based Compensation (Continued)

  for the year ended December 31, 2000 would be decreased to the pro forma
  amounts indicated below:
                                                       2000
                                                   ------------
  Net income
      As reported                                  $   928,679
      Pro forma                                        895,118

  Earnings per share - basic
      As reported                                  $      0.31
      Pro forma                                           0.30

  Earnings per share - diluted
      As reported                                  $      0.29
      Pro forma                                           0.28

  Note 11 - 401(k) Plan

  On August 1, 1998, the Company adopted a 401(k) Plan for the benefit of all
  eligible employees.  All employees as of the effective date of the 401(k)
  Plan became eligible.  An employee who became employed after August 1, 1998,
  would become a participant after three months of continuous service.

  Participants may elect to contribute from their compensation any amount up
  to the maximum deferral allowed by the Internal Revenue Code.  Employer
  contributions are optional.  During the years ended December 31, 2001 and
  2000, the Company incurred 401(k) administrative costs totaling $2,478 and
  $1,990 respectively.  No employer contribution has been made for 2001 and
  2000.

  Note 12 - Concentration of Credit Risk

  Significant Customers

  The Company's sales encompass markets wherein the demands of any one
  customer may vary greatly due to changes in technology.  In 2001, the
  Company had one customer, which represented approximately 10% of sales.
  This customer represented 19% of total billed and unbilled receivables at
  December 31, 2001.  Another customer represented 25% of total billed and
  unbilled receivables at December 31, 2001.  This customer represented an
  inmaterial percentage of sales in 2001.  In 2000, the Company had two
  significant customers which each represented 10% of sales.  No one customer
  was considered significant to total billed and unbilled receivables at
  December 31, 2000.


  <PAGE> 33
                                      F-20

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 12 - Concentration of Credit Risk (Continued)

  Export Sales

  Export sales to unaffiliated customers represented approximately 15% and 3%
  of sales for the years ended December 31, 2001 and 2000, respectively.
  Export sales in 2001 and 2000 were primarily to customers in Asia.  All
  contracts are denominated in U.S. dollars. The Company does not enter into
  any foreign exchange contracts.

  Note 13 - Related Party Transactions

  The general counsel for the Company is also a director.  The Company
  incurred legal fees for his professional services of approximately $94,000
  and $30,000 for the years ended December 31, 2001 and 2000, respectively.
  As of December 31, 2001 and 2000, the Company owed the general counsel
  $36,274 and $26,000, respectively.

  Note 14 - Segment Reporting

  In 1999, the Company adopted SFAS 131, Disclosures about Segments of an
  Enterprise and Related Information.  As a result, Stainless Design Concepts
  ("SDC"), which was a subsidiary of the Company as of December 31, 1998,
  operated as a segment of the Company as of December 31, 1999.  SDC is the
  Company's ultra-high purity manufacturing division in Saugerties, New York.
  In November 1999, a division called Equipment Consulting Services (ECS) was
  formed.  Operations commenced in January 2000.  ECS is the Company's
  equipment refurbishing division located in Saugerties, New York.  During
  2001, the Company created another division called Research International
  ("RI"); the new division is located at 1881 Lakeland Avenue, Ronkonkoma New
  York.  RI is a manufacturer of Surface Mount Technology equipment.  The
  accounting policies of SDC,ECS and RI are the same as those described in the
  summary of significant accounting policies (see Note 1).  The Company
  evaluates performance based on several factors, of which the primary
  financial measure is earnings before taxes.  The following table presents
  certain information regarding the Company's segments at December 31, 2001
  and for the year then ended:
  <TABLE>
  <CAPTION>
                                     CVD           SDC           ECS            RI           Elim.       Consol.
                                 ------------  ------------  ------------  ------------  ------------  ------------
  <S>                            <C>           <C>           <C>           <C>           <C>           <C>
  Assets                         $ 6,038,553   $ 2,461,687   $   380,407   $   772,947   $(2,104,684)  $ 7,548,910
                                 ============  ============  ============  ============  ============  ============
  Revenues                       $ 5,477,685   $ 4,784,149   $   935,333   $    31,327   $  (388,501)  $10,839,993
  Interest income                     51,039         1,605           -0-           -0-                      52,644
  Interest expense                       515        64,159           -0-           -0-                      64,674
  Depreciation and amortization      119,271       140,822         1,993         3,585                     265,671
  Capital expenditures                17,144        21,832        33,205        54,600                     126,781
  Pretax earnings (loss)             912,943       505,312      (184,469)     (126,792)                  1,106,994
                                 ============  ============  ============  ============  ============  ============
  </TABLE>


  <PAGE> 34
                                      F-21

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           December 31, 2001 and 2000

  Note 15 - Commitments and Contingencies

  Leases

  The Company rents its headquarters and operations in Ronkonkoma, New York
  under a lease expiring on July 31, 2006.  Minimum future rental commitments
  are as follows:

              Year ending December 31, 2002      $   144,000
                                       2003          145,800
                                       2004          150,170
                                       2005          154,665
                                       2006           91,777
                                                 ------------
                                                 $   686,412
                                                 ============

  Rental expense under the above operating lease totaled $137,589 and $130,751
  for 2001 and 2000, respectively.

  Legal Proceedings

  On September 24, 1999 the Company was named in a lawsuit.  The nature of
  this legal proceeding focused on the intellectual property obtained during
  the purchase of assets of Stainless Design Corporation.  On November
  10,1999, the Company responded with a counterclaim.  It is legal counsels'
  belief that the lawsuit against the Company is without merit.  The Company
  considers its potential exposure to be negligible and/or covered by
  insurance.

  Note 16- Subsequent Events

  Purchase of Facility

  On March 7, 2002, the Company purchased a 50,000 square foot facility in
  Ronkonkoma New York and will relocate from the existing 20,000 square foot
  facility.  Included in Other Assets at December 31, 2001 is a $257,500
  deposit on this facility.  The total cost of the new facility will be
  approximately $3 million including approximately $1 million in renovations.
  The purchase and improvements will be financed, in part, with a $2.7 million
  mortgage which will be payable over 15 years at 5.67% per annum.  The
  Company plans to sublease their existing facility.


  <PAGE> 35



                   INDEX TO SUPPLEMENTARY FINANCIAL SCHEDULES

                                                                  Page No.


  Independent Auditors' Report on Supplementary Information.......... S-2

  Supplementary Financial Schedules:

           II.  Valuation and qualifying accounts.................... S-3

          III.  Amounts receivable from related parties and
                  underwriters, promoters, and employees other
                  than related parties............................... S-4

           IV.  Property, plant and equipment........................ S-5

            V.  Accumulated depreciation and amortization
                of property, plant and equipment..................... S-6

           VI.  Supplementary income statement information........... S-7




  <PAGE> 36
                                      S-2

  A L B R E C H T ,  V I G G I A N O ,  Z U R E C K
              &  C O M P A N Y ,  P . C .
                                              CERTIFIED PUBLIC ACCOUNTANTS
                                                          25 SUFFOLK COURT
                                                      HAUPPAUGE, NY  11788
                                                            (631) 434-9500


           INDEPENDENT AUDITORS' REPORT ON SUPPLEMENTARY INFORMATION




  To the Board of Directors and Stockholders
  CVD Equipment Corporation
  Ronkonkoma, New York


  We have audited and reported separately herein on the consolidated financial
  statements of CVD Equipment Corporation and subsidiary (the Company) as of
  and for the years ended December 31, 2001 and 2000.

  Our audits were made for the purpose of forming an opinion on the basic
  consolidated financial statements of the Company taken as a whole.  The
  supplementary information included in Form 10-KSB, Schedules II, III, IV, V
  and VI is presented for purposes of additional analysis and is not a
  required part of the basic consolidated financial statements.  Such
  information has been subjected to the auditing procedures applied in the
  audits of the basic consolidated financial statements and, in our opinion,
  is fairly stated in all material respects in relation to the basic
  consolidated financial statements taken as a whole.

  /S/ Albrecht, Viggiano, Zureck & Company, P.C.

  Hauppauge, New York
  February 15, 2002, except for Note 16, as to which the date
  is March 7, 2002


  <PAGE> 37
                                      S-3
  <TABLE>
  <CAPTION>
                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                            FORM 10-KSB, SCHEDULE II
                       VALUATION AND QUALIFYING ACCOUNTS
                     Years ended December 31, 2001 and 2000
                                                           Additions
                                                    --------------------------
                                       Balance at   (1) Charged   (2) Charged                   Balance
                                       Beginning    to Costs and    to Other                     at End
  Deducted from Assets                 of Period      Expenses      Accounts     Deductions    of Period
  ----------------------------------  ------------  ------------  ------------  ------------  ------------
  <S>                                 <C>           <C>           <C>           <C>           <C>
  Allowance for net unrealized gains
    (losses) on securities:
      Year ended December 31, 2001    $       -0-                                             $       -0-

      Year ended December 31, 2000        (53,000)                              $   (53,000)          -0-

  Allowance for doubtful accounts:
      Year ended December 31, 2001         21,966   $     4,538                                    26,504

      Year ended December 31, 2000         22,410                                      (444)       21,966

  </TABLE>


  <PAGE> 38
                                      S-4
  <TABLE>
  <CAPTION>
                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                           FORM 10-KSB, SCHEDULE III
           AMOUNTS RECEIVABLE FROM RELATED PARTIES AND UNDERWRITERS,
              PROMOTERS, AND EMPLOYEES OTHER THAN RELATED PARTIES
                     Years ended December 31, 2001 and 2000
          Col. A                   Col. B        Col. C                Col. D              Col. E
  -----------------------------  ------------  ------------  --------------------------  ------------
                                                                     Deductions
                                                             --------------------------
                                  Balance at                     (1)           (2)        Balance at
                                  Beginning                    Amounts       Amounts        End of
       Name of Debtor             of Period     Additions     Collected    Written off      Period
  -----------------------------  ------------  ------------  ------------  ------------  ------------
  <S>                            <C>           <C>           <C>           <C>           <C>
  Year ended December 31, 2001   $       -0-   $       -0-   $       -0-   $       -0-   $       -0-

  Year ended December 31, 2000   $       -0-   $       -0-   $       -0-   $       -0-   $       -0-

  </TABLE>


  <PAGE> 39
                                      S-5

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                            FORM 10-KSB, SCHEDULE IV
                         PROPERTY, PLANT AND EQUIPMENT
                     Years ended December 31, 2001 and 2000
  <TABLE>
  <CAPTION>
             Col. A                         Col. B           Col. C          Col. D          Col. E
  -------------------------------         ------------    ------------    ------------    ------------
                                           Balance at                        Other         Balance at
                                            Beginning      Additions       Changes -         End of
          Description                       of Period       at Cost       Add (Deduct)       Period
  -------------------------------         ------------    ------------    ------------    ------------
  <S>                                     <C>             <C>             <C>             <C>
  2001:
    Land                                  $    61,620                     $    (1,620)    $    60,000
    Building                                1,463,551     $       600        (110,187)      1,353,964
    Machinery and equipment                   819,523          75,422                         894,945
    Capitalized labor and overhead            753,239                        (437,108)        316,131
    Furniture and fixtures                    157,472             581          (1,937)        156,116
    Computer equipment                        149,001          12,373                         161,374
    Transportation equipment                   99,266                                          99,266
    Leasehold improvements                     47,222          37,805                          85,027
                                          ------------    ------------    ------------    ------------
                                          $ 3,550,894     $   126,781     $  (550,852)    $ 3,126,823
                                          ============    ============    ============    ============
  2000:
    Land                                  $    61,620                                     $    61,620
    Building                                1,463,551                                       1,463,551
    Machinery and equipment                   633,744     $   193,779     $    (8,000)        819,523
    Capitalized labor and overhead            753,239                                         753,239
    Furniture and fixtures                    156,283           1,189                         157,472
    Computer equipment                        108,136          40,865                         149,001
    Transportation equipment                   50,750          48,516                          99,266
    Leasehold improvements                     46,285             937                          47,222
                                          ------------    ------------    ------------    ------------
                                          $ 3,273,608     $   285,286     $    (8,000)    $ 3,550,894
                                          ============    ============    ============    ============
  </TABLE>


  <PAGE> 40
                                      S-6

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                            FORM 10-KSB, SCHEDULE V
   ACCUMULATED DEPRECIATION AND AMORTIZATION OF PROPERTY, PLANT AND EQUIPMENT
                     Years ended December 31, 2001 and 2000

  <TABLE>
  <CAPTION>
             Col. A                         Col. B           Col. C          Col. D          Col. E
  -------------------------------         ------------    ------------    ------------    ------------
                                           Balance at                        Other         Balance at
                                            Beginning      Additions       Changes -         End of
          Description                       of Period       at Cost       Add (Deduct)       Period
  -------------------------------         ------------    ------------    ------------    ------------
  <S>                                     <C>             <C>             <C>             <C>
  2001:
    Building                              $    56,291     $    36,123     $    (5,651)    $    86,763
    Machinery, equipment and capitalized
      labor and overhead                      939,083         128,638        (437,108)        630,613
    Furniture and fixtures                    136,560           3,857            (485)        139,932
    Computer equipment                         84,549          22,297                         106,846
    Transportation equipment                   54,471          20,537                          75,008
    Leasehold improvements                     21,428           5,731                          27,159
                                          ------------    ------------    ------------    ------------
                                          $ 1,292,382     $   217,183     $  (443,244)    $ 1,066,321
                                          ============    ============    ============    ============
  2000:
    Building                              $    18,764     $    37,527                     $    56,291
    Machinery, equipment and capitalized
      labor and overhead                      798,222         140,861                         939,083
    Furniture and fixtures                    132,637           3,923                         136,560
    Computer equipment                         64,493          20,056                          84,549
    Transportation equipment                   37,654          16,817                          54,471
    Leasehold improvements                     17,194           4,234                          21,428
                                          ------------    ------------    ------------    ------------
                                          $ 1,068,964     $   223,418     $               $ 1,292,382
                                          ============    ============    ============    ============
  </TABLE>


  <PAGE> 41
                                      S-7

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                            FORM 10-KSB, SCHEDULE VI
                   SUPPLEMENTARY INCOME STATEMENT INFORMATION
                     Years ended December 31, 2001 and 2000
  <TABLE>
  <CAPTION>

                  Col. A                                 Col. B

                                              Charges to Costs and Expenses

       Item                                       2001            2000
       -----                                  ------------    ------------
  <S>                                         <C>             <C>
  1.  Amortization of software, advertising
      costs and other intangible assets       $    48,489     $    46,032
  </TABLE>


  <PAGE> 42

  ITEM 8.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
            FINANCIAL DISCLOSURE
  There are no changes or disagreements.


                                    PART III
  ITEM 9.   DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
  The following sets forth, with respect to each officer and/or director,
  his/her age, present position with the Company, principal occupation during
  the past five years, other directorships, if any, and the year he/she first
  became an officer and/or a director of the company.
  <TABLE>
  <CAPTION>
                                                               Officer/
                                    Position with              Director
  Name of Officer/Director   Age    the Company                Since
  <S>                        <C>    <S>                        <C>
  Leonard A. Rosenbaum       56     President & CEO            1982
  Alan H. Temple, Jr.        68     None                       1986
  Mitchell Drucker           53     Chief Financial Officer    1999
  Sharon Canese              41     Secretary                  1998
  Martin J. Teitelbaum       52     Assistant Secretary        1985
  Conrad Gunther             53     None                       2000
  </TABLE>

  Leonard A. Rosenbaum founded the Company in October 1982 and has been its
  President, Chief Executive Officer and a Director since that date.  From
  1971 until the time of his affiliation with the Company in 1982, Mr.
  Rosenbaum was President, a Director and principal stockholder of Nav-Tec
  Industries, a manufacturer of semiconductor processing equipment similar to
  the type of equipment presently manufactured by the Company.  Nav-Tec
  Industries suspended operations, as related to the type of equipment
  presently manufactured by the Company, in 1984.  From 1966 through 1971,
  Mr. Rosenbaum was employed by a division of General Instrument, a
  manufacturer of semiconductor materials and equipment.

  Alan H. Temple, Jr. has been President, since 1977, of Harrison Homes, Inc.
  Pittsford, NY, a building and consulting firm.

  Mitchell Drucker joined the company on April 19,1999. Prior to joining CVD,
  Mr. Drucker was General Manager of Infoserve Corporation for a period of 11
  years. Mr. Drucker also held the position of Vice President of Bankers
  Trust Company from 1976-1984. In addition, Mr. Drucker has had a variety of
  engagements in the manufacturing and consulting arena.

  Sharon Canese joined the Company on September 11, 1991.  Prior to joining
  CVD, Mrs. Canese was Assistant Controller of Transcontrol Corporation for a
  period of four years.  Mrs. Canese has also held the position of Financial
  Analyst  of the Financial Planning Department at Eaton Corporation/AIL
  Division from 1983 to 1987.

  Martin J. Teitelbaum was a partner in the law firm of Guberman and
  Teitelbaum, Smithtown, New York from February 1977 through December 1987.
  From January 1988 to date, Mr. Teitelbaum has been principal attorney for
  the Law Offices of Martin J. Teitelbaum.  Mr. Teitelbaum became a director
  of the Company in 1985.  From September 23, 1986 to December 31, 1986 he
  served as Corporate Secretary and served again as Corporate Secretary from
  August 1997 to February 1998.  Since January 1, 1987 he has served as the
  Assistant Secretary.  Mr. Teitelbaum serves as General Counsel to the
  Company.


  <PAGE> 43

  Conrad Gunther was elected to the Board of Directors at the Annual meeting
  in 2000. Mr. Gunther is president of C J Gunther & Associates. He is the
  President of Electronic Vistas Inc., (EVI). Mr. Gunther also held the
  position of EVP & COO of North Fork Bancorporation. In addition, Mr.
  Gunther previously held the position of EVP and Division Manager of
  European American Bancorp.

  All directors hold office until the next annual meeting of stockholders of
  the Company or until their successors are elected and qualify.

  The Board of Directors met four times in the year 2001.  Mr. Rosenbaum, Mr.
  Temple, Mr. Teitelbaum and Mr. Gunther attended all meetings.


  ITEM 10.        EXECUTIVE COMPENSATION
  Remuneration
  The following table sets forth certain information as to each of the
  Company's most highly compensated executive officers whose cash
  compensation exceeded $100,000.

  <TABLE>
  <CAPTION>
  SUMMARY COMPENSATION TABLE
  Name and Principal                 Annual        Stock Options
  Position                 Year    Compensation    _ Granted__
  <S>                      <C>     <C>             <C>
  Leonard A. Rosenbaum     2001    $   184,057           -0-
   President and Chief     2000    $   170,434        10,000
   Executive Officer       1999    $   163,742           -0-
  </TABLE>

  The Company owns life insurance on the life of Leonard A. Rosenbaum in the
  amount of $2,000,000.  The Company is the sole beneficiary of said policy.

  In June 1989, the shareholders approved a non-qualified stock option plan
  covering key employees, officers and directors.  Options will be awarded by
  the Board of Directors or by a committee appointed by the board.

  Under the plan an aggregate of 700,000 shares of common stock, $.01 par
  value of the Company are reserved for issuance or transfer upon the
  exercise of options which are granted.  Unless otherwise provided in the
  Option Agreement, an option granted under the plan shall become exercisable
  in 25% installments commencing one year from the anniversary date of the
  grant.  The purchase price of the Common Stock under each option shall be
  no lower than the average bid price per share, calculated on a monthly
  basis, that the Common Stock (as reported by Nasdaq) traded during the
  calendar year immediately preceding the year in which the option is
  granted. The stock options generally expire five years after the date of
  grant.  The stock option plan shall terminate on June 30, 2004.

  In 1996 a total of 84,000 options were granted which did not vest until
  1999 at which time they vested 100%.  In 1998, 140,000 options were granted
  to employees other than executive officers or directors. The options vest
  at 25% per year starting in 1999. In 1999 a total of 52,500 options were
  granted to employees other than executive officers or directors. The
  options vest at varying rates starting in 2000. In 2000 a total of 325,500
  options were granted to employees, executive officers and directors. These
  options vest at varying rates. To date 113,575 options have been exercised
  under this plan.


  <PAGE> 44

  In July 2001, the shareholders approved a non-qualified stock option plan
  covering key employees, officers, directors and other persons that maybe
  considered as service providers to the company.  Options will be awarded by
  the Board of Directors or by a committee appointed by the board.

  Under the plan an aggregate of 300,000 shares of common stock, $.01 par
  value of the Company are reserved for issuance or transfer upon the
  exercise of options which are granted.  Unless otherwise provided in the
  Option Agreement, an option granted under the plan shall become exercisable
  in 25% installments commencing one year from the anniversary date of the
  grant.  The purchase price of the Common Stock under each option shall be
  no lower than the average bid price per share, calculated on a monthly
  basis, that the Common Stock (as reported by NASDAQ) traded during the
  calendar year immediately preceding the year in which the option is
  granted. The stock options generally expire five years after the date of
  grant.  The stock option plan shall terminate on July 22, 2011.

  No options have been granted under the July 2001 plan.

  Other than the two non-qualified stock option plan, the Company has no
  pension or profit sharing plan or other contingent forms of remuneration.



  ITEM 11.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS & MANAGEMENT

  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
  Set forth below is certain information concerning persons who are known by
  the Company to own beneficially more than 5% of any class of the Company's
  voting shares on March 1, 2002:
  <TABLE>
  <CAPTION>
                                       Amount & Nature
  Title Of      Name and Address of    Of Beneficial      Percentage
  Class         Beneficial Owner       Ownership          of Class
  <S>           <S>                    <C>                <C>
  Common        Leonard A. Rosenbaum    1,300,450         42.9%
  Stock         1881 Lakeland Avenue
                Ronkonkoma, NY 11779
  Common        Alan H. Temple Jr.        194,000          6.4%
  Stock         10 Harrison Circle
                Pittsford, NY 14534
  </TABLE>


  <PAGE> 45

  SECURITY OWNERSHIP OF MANAGEMENT
  The following table sets forth as of March 1, 2002, information concerning
  the beneficial ownership of each class of equity security by each director
  and all directors and officers of the Company as a group:
  <TABLE>
  <CAPTION>
                                       Amount & Nature
  Title Of      Name and Address of    Of Beneficial      Percentage
  Class         Beneficial Owner       Ownership     (1)  of Class
  <S>           <S>                    <C>           <S>  <C>
  Common        Leonard A. Rosenbaum    1,300,450         42.9%
  Stock         1881 Lakeland Avenue
                Ronkonkoma, NY 11779
  Common        Martin J. Teitelbaum       26,000    (2)    *
  Stock         329 Middle Country Road
                Smithtown, NY 11787
  Common        Alan H. Temple, Jr.       194,000    (3)   6.4%
  Stock         10 Harrison Circle
                Pittsford, NY 14534
  Common        Mitchell Drucker           23,900    (1)    *
  Stock         307 Quail Drive
                Marmora, NJ  08223
  Common        All Directors and       1,544,350          50.9%
  Stock         Officersas a group
                (four persons)
  <FN>
  * Less than 1%
  (1) Except as noted, all shares are beneficially owned, and the sole voting
  and investment power is held by the persons named.
  (2) Includes 2000 shares held by Mr. Teitelbaum's wife and beneficial
  ownership thereof is disclaimed by Mr. Teitelbaum.
  (3) Includes and aggregate of 21,000 shares held by Mr. Temple's wife, as to
  which he disclaims beneficial interest.
  </TABLE>

  CHANGES IN CONTROL
  The Company knows of no contractual arrangements that may at a subsequent
  date result in a change of Company control.

  ITEM 12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
  During 2001, the Company incurred approximately $94,000 in legal fees to
  Martin J. Teitelbaum a director of the Company and principal attorney for
  the law offices of Martin J. Teitelbaum.


  <PAGE> 46

  PART IV

  ITEM 13. EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES AND REPORTS ON FORM 8-K
  1.  Exhibits - The following Exhibits are filed as part of, or incorporated
      by reference into, this report on Form 10-KSB
    (3)   Articles of incorporation and by-laws
    (4)   Instruments defining the rights of holders, including indentures
    (9)   Voting trust agreement
    (10)  Material Contracts
    (11)  Statement re: Computation of per share earnings
    (13)  Annual or quarterly reports, Form 10-QSB
    (18)  Letter on change in accounting principles
    (19)  Previously unfiled documents
    (21)  Subsidiaries of registrant
    (22)  Published report regarding matters submitted to vote
    (23)  Consent of experts and counsel
    (24)  Power of Attorney
    (28)  Information from reports furnished to state insurance authorities
    (99)  Additional exhibits
          All items included by reference.
  2.  Financial Statements - The following consolidated financial statement of
      CVD Equipment Corporation and report of Independent Accountants are
      filed as part of this Report on Form 10-KSB and should be read in
      conjunction with the related notes thereto, included herein.

      The following financial statements of CVD Equipment Corporation are
      included in Part II, Item 7:

      Report of Independent Certified Public Accountants................. F-3
      Balance Sheets - December 31, 2001 and 2000........................ F-4
      Statements of Income and Comprehensive Income
          Years Ended December 31, 2001 and 2000......................... F-5
      Statements of Stockholders Equity.................................. F-6
      Statements of Cash Flows
          Years Ended December 31, 2001 and 2000......................... F-7
      Notes to the Financial Statements............................. F-8-F-21
  3.  Financial Statement Schedules
      Report of Independent Certified Public Accountants................. S-2
          Schedules:
      II.    Valuation and Qualifying Accounts........................... S-3
      III.   Amounts receivable from Related Parties and Underwriters,
             Promoters, and Employees other than Related Parties,........ S-4
      IV.    Property, Plant and Equipment............................... S-5
      V.     Accumulated depreciation and amortization of Property,
             Plant and Equipment......................................... S-6
      VI.    Supplementary Income Statement Information.................. S-7
             All other schedules are omitted because they are not applicable,
             or not required, or because information is included in the
             consolidated financial statements or notes thereto.


  <PAGE> 47

  SIGNATURES


  Pursuant to the requirements of Section 13 or 15 (d) of the Securities
  Exchange Act of 1934, the Registrant has duly caused this report to be
  signed on its behalf by the undersigned, thereunto duly authorized, this
  27th day of March 2002.

                               CVD EQUIPMENT CORPORATION

                               By: /s/ Leonard A. Rosenbaum
                                   Leonard A. Rosenbaum
                                   President and Chief Executive Officer


  Pursuant to the requirements of the Securities and Exchange Act of 1934,
  this report signed below by the following persons on behalf of the
  Registrant and in the capacities and on the dates indicated.


  /s/ Leonard A. Rosenbaum   President, Chief Executive Officer and Director
  Leonard A. Rosenbaum


  /s/ Alan H. Temple, Jr.    Director
  Alan H. Temple, Jr.


  /s/ Martin J. Teitelbaum   Director
  Martin J. Teitelbaum


  /s/ Mitchell Drucker       Chief Financial Officer
  Mitchell Drucker


  /s/ Sharon Canese          Secretary
  Sharon Canese


  /s/ Conrad Gunther         Director
  Conrad Gunther