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

                                   FORM 10-QSB

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

                For the quarterly period ended September 30, 1999

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

               For the transition period from        to
                                              -------   ---------

                         Commission file number 0-16055

                    NATIONAL MANUFACTURING TECHNOLOGIES, INC.
                          (FORMERLY PHOTOMATRIX, INC.)

             (Exact name of registrant as specified in its charter)

CALIFORNIA                                                         95-3267788
------------------------------------------------------------------------------
 (State or other jurisdiction of             (IRS Employer Identification No.)
  incorporation or organization)


1958 KELLOGG AVE., CARLSBAD, CALIFORNIA                                  92008
------------------------------------------------------------------------------
    (Address of principal executive offices)                       (Zip Code)

                                 (760) 431-4999
                                 --------------
              (Registrant's telephone number, including area code)

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

                                 Yes    X     No
                                     -------    -------

--------------------------------------------------------------------------------
At February 1, 2000, 10,061,894 shares of Common Stock of National Manufacturing
                      Technologies, Inc. were outstanding.
--------------------------------------------------------------------------------


Transitional  Small  Business  Disclosure  Format.

                                 Yes         No    X
                                     -------    -------
<PAGE>
                                    INDEX

                     NATIONAL  MANUFACTURING  TECHNOLOGIES,  INC

<TABLE>
<CAPTION>

                                                                                                        PAGE
                                                                                                        ----
<S>                                                                                                     <C>
PART  I  -   FINANCIAL  INFORMATION

ITEM  1:  FINANCIAL  STATEMENTS

           Consolidated  balance  sheets as of September 30, 1999 (unaudited) and March 31,1999          2

           Unaudited  consolidated  statements  of  operations for the three and six months
           ended September 30, 1999 and 1998                                                             3

           Unaudited  consolidated  statements  of  cash  flows  for  the  six months ended
           September 30, 1999 and 1998                                                                   4

           Unaudited notes to consolidated financial statements                                          5


ITEM  2:  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS                                                            9


PART  II  -  OTHER  INFORMATION

ITEM 4:   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                           14

ITEM 5:   OTHER INFORMATION                                                                             14

ITEM 6:   EXHIBITS AND REPORTS ON FORM 8-K                                                              14

SIGNATURES                                                                                              15


</TABLE>


<PAGE>
                   NATIONAL  MANUFACTURING  TECHNOLOGIES, INC. AND SUBSIDIARIES
                                    CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>


                                                           SEPTEMBER 30, 1999
ASSETS                                                        (UNAUDITED)        MARCH 31, 1999
                                                          --------------------  ----------------
<S>                                                       <C>                   <C>
Current assets:
  Cash . . . . . . . . . . . . . . . . . . . . . . . . .  $            355,000   $       42,000
  Accounts receivable, net of allowance
       of $209,000 and $292,000. . . . . . . . . . . .              1,601,000         1,448,000
  Inventories. . . . . . . . . . . . . . . . . . . . . .              980,000           725,000
  Land & building held for sale. . . . . . . . . . . . .                   --         2,674,000
  Net assets of discontinued operations. . . . . . . . .                   --           386,000
  Prepaid expenses and other . . . . . . . . . . . . . .               61,000             8,000
                                                          --------------------  ----------------
       Total current assets. . . . . . . . . . . . . . .            2,997,000         5,283,000

Property and equipment, net. . . . . . . . . . . . . . .            1,900,000         1,918,000
Goodwill, net. . . . . . . . . . . . . . . . . . . . . .            2,163,000         2,088,000
Other assets . . . . . . . . . . . . . . . . . . . . . .               15,000            65,000
                                                          --------------------  ----------------

                                                          $         7,075,000   $     9,354,000
                                                          ====================  ================

LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
   Accounts payable. . . . . . . . . . . . . . . . . . .  $         1,339,000   $     1,724,000
   Accrued liabilities . . . . . . . . . . . . . . . . .              548,000           745,000
   Credit facility . . . . . . . . . . . . . . . . . . .            1,064,000         2,122,000
   Mortgage on land & building held for sale . . . . . .                   --         2,023,000
   Net liabilities of discontinued operations. . . . . .            1,339,000                --
   Current maturities of long-term debt. . . . . . . . .              382,000           158,000
                                                          --------------------  ----------------
       Total current liabilities . . . . . . . . . . . .            4,672,000         6,772,000
                                                          --------------------  ----------------

Long-term debt                                                      1,405,000         1,009,000
                                                          --------------------  ----------------

Commitments and contingencies

Shareholders' equity:
   Preferred Stock, no par value; 3,173,000 shares
   Authorized, no shares issued and outstanding. . . . .                   --                --
   Common stock, no par value; 30 million shares
       authorized, 9,982,000 and 9,914,000 shares issued
       and outstanding, respectively . . . . . . . . . .           21,400,000        21,376,000
   Additional paid-in capital. . . . . . . . . . . . . .               61,000            53,000
   Accumulated deficit . . . . . . . . . . . . . . . . .          (20,463,000)      (19,856,000)
                                                          --------------------  ----------------
       Total shareholders' equity. . . . . . . . . . . .              998,000         1,573,000
                                                          --------------------  ----------------

                                                          $         7,075,000   $     9,354,000
                                                          ====================  ================
</TABLE>

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

<PAGE>

                NATIONAL  MANUFACTURING  TECHNOLOGIES,  INC.  AND  SUBSIDIARIES
                         CONSOLIDATED STATEMENTS  OF  OPERATIONS
                                        (Unaudited)
<TABLE>
<CAPTION>

                                                    Three Months Ended          Six Months Ended
                                                       September  30,             September  30,

                                                    1999          1998          1999         1998
                                                 -----------  ------------  ------------  -----------
<S>                                              <C>          <C>           <C>           <C>
Revenue . . . . . . . . . . . . . . . . . . . .  $2,491,000   $ 1,132,000   $ 4,244,000   $1,326,000
Cost of revenues. . . . . . . . . . . . . . . .   1,804,000       744,000     2,950,000      915,000
                                                 -----------  ------------  ------------  -----------

Gross profit. . . . . . . . . . . . . . . . . .     687,000       388,000     1,294,000      411,000
                                                 -----------  ------------  ------------  -----------

   Selling, general and administrative expenses   1,195,000       546,000     2,653,000      663,000
                                                 -----------  ------------  ------------  -----------

Operating loss. . . . . . . . . . . . . . . . .    (508,000)     (158,000)   (1,359,000)    (252,000)
                                                 -----------  ------------  ------------  -----------

Other income/(expense), net . . . . . . . . . .      67,000       (76,000)       (9,000)    (109,000)
                                                 -----------  ------------  ------------  -----------

Loss from continuing operations . . . . . . . .    (441,000)     (234,000)   (1,368,000)    (361,000)

Income/(loss) from discontinued operations. . .     371,000       539,000       761,000     (288,000)
                                                 -----------  ------------  ------------  -----------

Net income/(loss) . . . . . . . . . . . . . . .  $  (70,000)  $   305,000   $  (607,000)  $ (649,000)
                                                 ===========  ============  ============  ===========


Basic and diluted net income/(loss) per share:
Continuing operations . . . . . . . . . . . . .  $    (0.04)  $     (0.02)  $     (0.14)  $    (0.04)
Discontinued operations . . . . . . . . . . . .  $     0.03   $      0.05   $      0.08   $    (0.04)
Net loss. . . . . . . . . . . . . . . . . . . .  $    (0.01)  $      0.03   $     (0.06)  $    (0.08)
                                                 ===========  ============  ============  ===========


Weighted average number of
     common shares outstanding. . . . . . . . .   9,922,000    10,659,000     9,918,000    8,209,000
                                                 ===========  ============  ============  ===========
</TABLE>

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

                     NATIONAL MANUFACTURING TECHNOLOGIES, INC. AND SUBSIDIARIES
                              CONSOLIDATED STATEMENTS OF CASH FLOWS
                                           (UNAUDITED)
<TABLE>
<CAPTION>

                                                             SIX MONTHS ENDED SEPTEMBER 30

                                                                    1999          1998
                                                                ------------  ------------
<S>                                                              <C>          <C>
Cash flows from operating activities:
Net income/(loss):                                               $(607,000)    $(649,000)
Net income from discontinued operations                           761,000      (288,000)
                                                                ------------  ------------
Net loss from continuing operations                             (1,368,000)    (361,000)
Adjustments:
Depreciation and amortization                                      87,000        52,000
Amortization of goodwill                                           38,000        18,000
Provision for doubtful accounts                                    54,000       (3,000)
Provision for inventory                                            8,000           --
Options issued for compensation                                    8,000         30,000
Changes in assets and liabilities, net of assets acquired:
Accounts receivable                                              (207,000)      (99,000)
Inventories                                                      (263,000)     (431,000)
Prepaid expenses and current assets                               (53,000)      267,000
Intangibles                                                      (113,000)         --
Other assets                                                       50,000       (7,000)
Accounts payable                                                 (385,000)       23,000
Accrued liabilities                                                28,000      (801,000)
                                                                ------------  ------------
Cash used in continuing operations                              (2,116,000)   (1,312,000)
Cash provided by (used in) discontinued operations               2,432,000     1,258,000
                                                                ------------  ------------
Cash provided by (used in) operations                              316,000       (54,000)
                                                                ------------  ------------
Cash flows from investing activities:
Acquisition of property and equipment                             (16,000)     (421,000)
Cost of Acquisitions                                                 --        (299,000)
Cash provided by the issuance of stock                             24,000          --
                                                                ------------  ------------
Cash provided by (used in) investing activities                    8,000       (720,000)
                                                                ------------  ------------
Cash flows from financing activities:
Borrowings/(payments) under credit facility and long-term debt   (662,000)       980,000
(Acquisition)/disposal of land & building held for sale           651,000         28,000
                                                                ------------  ------------
Cash provided by (used in) financing activities                   (11,000)     1,008,000
                                                                ------------  ------------
Effects of exchange rate of discontinued operation on cash           --            5,000

Increase  in cash                                                $313,000       $239,000
Cash at beginning of period                                        42,000         12,000
                                                                ------------  ------------
Cash at end of period                                            $355,000       $251,000
                                                                ============  ============

</TABLE>




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

<PAGE>
            NATIONAL MANUFACTURING TECHNOLOGIES INC. AND SUBSIDIARIES
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                AS OF SEPTEMBER 30, 1999 AND MARCH 31, 1999 AND
        FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 30, 1999 AND 1998
                                   (UNAUDITED)

     1.     GENERAL

     Basis  of  Presentation
     -----------------------

The  accompanying  unaudited  consolidated  financial  statements  reflect  the
accounts  of  National  Manufacturing  Technologies, Inc. (formerly Photomatrix,
Inc.;  the  "Company"),  together  with  its  subsidiaries.  The  Company  is  a
value-added  manufacturing  company, specializing in the manufacture of enclosed
electronic systems and their various component assemblies.  On June 5, 1998, the
Company  acquired  I-PAC  Manufacturing,  Inc.  ("I-PAC").  On July 1, 1998, the
Company  acquired  the assets and business of MGM Techrep, Inc., and formed PHRX
Rep  Co.  On  November  27,  1998,  the  Company acquired certain assets and the
business  operations  of  Amcraft  and  incorporated  the  operations  as  I-PAC
Precision  Machining,  Inc.  On  December 18, 1998, the Company acquired certain
assets  and  the  business operations of Greene International West, Inc. ("GIW")
and  incorporated  the  operations as National Metal Technologies, Inc. ("NMT").
All  acquisitions  were  treated  as  purchases  for  accounting  and  financial
reporting  purposes.  These  companies  comprise the manufacturing group.  Under
the  purchase  method  of  accounting, the results of operations of the acquired
companies  are  combined with those of the Company from the date of acquisition.
In  addition,  on  June  21,  1999,  the Company sold product rights and certain
assets  of  its  document  scanner operations to Scan-Optics, Inc.  Accordingly,
operational  results  of  the  scanner  operations  have  been  reclassified  as
discontinued  operations  for  the  respective  periods  presented  herein.  The
balance sheets of the scanner operations have similarly been reclassified as net
assets  (liabilities) of discontinued operations. As a result, the three and six
months  ended September 30, 1999, reflect the combined operations of I-PAC, PHRX
Rep  Co.,  I-PAC  Precision  Machining  and NMT.  The three and six months ended
September 30, 1998 only reflect the operating results of I-PAC, and PHRX Rep Co.
from  the  dates  of acquisition, and no activity related to the I-PAC Precision
Machining  and  NMT  acquisitions.  The  scanner  operations  are  classified as
discontinued  for  all periods shown.  All significant intercompany transactions
and  balances  have  been  eliminated.


Certain  information  and  disclosures  normally  included  in  annual financial
statements  prepared in accordance with generally accepted accounting principles
have been condensed or omitted pursuant to those rules and regulations, although
the  Company  believes  that  the  disclosures  made are adequate to prevent the
information  from  being  misleading.  These  unaudited  consolidated  financial
statements reflect, in the opinion of management, all adjustments (which include
only normal recurring adjustments) necessary to present the Company's results of
operations and financial position as of the dates and for the periods presented.
These  unaudited consolidated financial statements should be read in conjunction
with  the  audited  financial  statements  and  related  notes  included  in the
Company's  Report  on  Form  10-KSB  filed  with  the  Securities  and  Exchange
Commission  for  the  year  ended  March  31, 1999.  The results for the interim
periods presented are not necessarily indicative of results to be expected for a
full  year.

2.          CREDIT  FACILITY

On  June 18, 1999 the Company entered into a new $1,500,000 credit facility with
a  lender that included a $1,200,000 A/R line of credit and a $300,000 term loan
which  matures  in August, 2001. The A/R line of credit began funding on July 8,
1999  and  the  $300,000  term  loan  was  funded  on  September  9,  1999.  The
outstanding balance under these loans as of September 30, 1999 was $1,064,000 on
the  A/R line of credit and $294,000 on the term loan. In December 1999, the A/R
credit  line  was  increased  to  $2,000,000,  and  two inventory lines totaling
$650,000 were added to the existing credit facility.  Outstanding borrowings are
collateralized  by  primarily  all of the Company's assets.  The lines of credit
expire  on  June 30, 2001.  The balances outstanding as of January 28, 2000 were
$724,000  on the A/R credit line, $267,500 on the term loan, and $333,000 on the
inventory  lines.

<PAGE>

The  new  lines of credit accrue interest on outstanding borrowings at the prime
rate  plus 4% per annum.  Under the terms of the new agreement, total borrowings
under  the  A/R  line of credit is limited to the lesser of $2,000,000 or 80% of
eligible accounts receivable (as defined under the agreement).  Total borrowings
under  the  metal  inventory line is limited to the lesser of $300,000 or 70% of
the  cost  of  eligible metal inventory (as defined under the agreement).  Total
borrowings  under the electronics inventory is limited to the lesser of $350,000
or  35% of eligible electronics inventory (as defined under the agreement).  The
new  lines  of  credit  expire  in  June,  2001.


3.     DISCONTINUED  OPERATIONS


PHOTOMATRIX  IMAGING,  INC.  AND  PHOTOMATRIX,  LTD.

On  March  2,  1999, the Company approved a plan to sell certain product rights,
assets  and  liabilities  of  Photomatrix  Imaging,  Inc.  ("Imaging")  and  its
wholly-owned  subsidiary,  Photomatrix,  Ltd.  ("Ltd.").  On  June 21, 1999, the
Company  completed  the  transaction  whereby it sold product rights and certain
assets  of  its  document  scanner operations to Scan-Optics, Inc of Manchester,
Connecticut ("Scan-Optics").  Under the terms of the agreement, Scan-Optics paid
the  Company  approximately  $2,100,000  in  cash  to  acquire  all receivables,
inventory  and certain equipment.  Scan-Optics also assumed nearly $2 million of
current  and  future  liabilities  of Imaging and Ltd.  Scan-Optics also assumed
lease  commitments  associated with the Company's engineering facilities located
in  Chandler, Arizona, as well as its facilities in Great Britain.  In addition,
Scan-Optics  agreed  to  pay  certain  royalties,  not to exceed $250,000 over a
three-year  period, and also entered into a Transition Agreement and a five year
Manufacturing  Agreement,  under  which  Imaging  will  continue  to manufacture
document  scanner  parts  for  Scan-Optics. Proceeds from this sale were used to
reduce short-term debt and provide working capital to the Company.  The purchase
price  is subject to adjustment based upon audit and verification by Scan-Optics
on  the  closing  balance  sheet.

Current  and prior period balances have been reclassified to present Imaging and
Ltd.  as  a  discontinued  operation.

LEXIA  SYSTEMS,  INC.

Included in net liabilities from discontinued operations are certain liabilities
under  dispute  by  Lexia  Systems,  Inc.,  a  wholly  owned subsidiary that was
discontinued  in December, 1996.  Currently, Lexia carries on its books accounts
payable  and unpaid rent claims of International Computers Limited, Inc. ("ICL")
and  related  entities  in the amount of $457,000.  Lexia disputes any liability
with  respect  to ICL in light of its own offsetting claims and defenses.  There
is no assurance that Lexia will be successful in prevailing in its position with
regard  to  the  outstanding  claims  previously  made  by  ICL.

<PAGE>

4.     BASIC  AND  DILUTED  LOSS  PER  SHARE

In  December  1997, the Company adopted the provisions of Statement of Financial
Accounting  Standards  ("SFAS")  No.  128,  "Earnings  per Share."  SFAS No. 128
supersedes  APB  No.  15 and replaces "primary" and "fully diluted" earnings per
share  ("EPS")  under  Accounting  Principles  Board ("APB") Opinion No. 15 with
"basic"  and "diluted" EPS.  Unlike primary EPS, basic EPS excludes the dilutive
effects  of  options,  warrants  and other convertible securities.  The weighted
average  number  of  common  shares  outstanding used in computing basic EPS was
9,922,000  and 10,659,000, in the second quarters of fiscal years 2000 and 1999,
respectively,  and  9,918,000  and  8,209,000,  in  the  six month periods ended
September  30,  1999  and 1998, respectively. Diluted EPS reflects the potential
dilution  attributable  to  securities  that  could share in the earnings of the
Company,  similar  to  fully  diluted  EPS.  Incremental  shares  from  assumed
conversions  of  options  and warrants representing approximately 728,000 shares
were  used  in  computations  of diluted earnings per share for the three months
ended  September  30, 1998. For the three month period ended September 30, 1998,
outstanding  options  for  the  purchase of approximately 28,000 shares were not
used  in  computations  of  diluted  earnings per share because they were priced
above  market value as of September 30, 1998. For the three and six months ended
September  30,  1999,  options  and warrants to purchase approximately 2,182,000
shares were not used in computations of diluted earnings per share because their
effect  was anti-dilutive.  The adoption of SFAS No. 128 did not have a material
effect  on  the  Company's  net  income/loss  per  common  share.

5.     ACQUISITION  OF  I-PAC  MANUFACTURING,  INC.

On  March 16, 1998, the Company entered into an Agreement and Plan of Merger and
Reorganization with I-PAC Manufacturing, Inc.  The Agreement was approved by the
shareholders  of the Company on June 5, 1998, and the transaction closed on June
11,  1998.  As  a  result  of  the Merger, the 8,500 outstanding shares of I-PAC
common stock were exchanged for 4,848,000 shares of Photomatrix Common Stock and
possibly  additional 4,652,000 shares of the Company's common stock in the event
that  I-PAC achieves certain performance milestones during a twelve month period
commencing  on  July  1,1998  or  outstanding  options to purchase the Company's
common  stock  are  exercised. As  of  December 31, 1999,  the Company  has  not
made  a  determination  as  to  whether any  performance  milestones  have  been
achieved.

If any performance milestones are met, the issuance of additional shares awarded
to  I-PAC  shareholders under the earn-out formula and/or in connection with the
exercise  of  the  Company's outstanding options and warrants will be treated as
additional  costs  of the acquired enterprise and amortized accordingly over the
benefit  period.  The  Merger  was  accounted  for as a purchase of I-PAC by the
Company  for  accounting  and  financial reporting purposes.  Under the purchase
method  of accounting, upon closing of the Merger, I-PAC's results of operations
were combined with those of the Company, and I-PAC's assets and liabilities were
recorded  on  the Company's books at their respective fair values.  The purchase
price,  amounting  to  $2,191,000,  was comprised of the value of the stock plus
acquisition  costs  and  was  allocated  among  the  assets  acquired  and  the
liabilities  assumed.  The  issuance  of  additional  shares  awarded  to  I-PAC
shareholders  under  the earn-out formula and/or in connection with the exercise
of  Photomatrix  outstanding  options and warrants will be treated in accordance
with  APB  16, in that any additional shares will be treated as additional costs
of  the  acquired  enterprise and amortized accordingly over the benefit period.
The  $2,200,000  excess of the purchase price over the fair value of I-PAC's net
assets will be amortized over a twenty year period.

If  the  I-PAC  transaction had been consummated at the beginning of fiscal year
1998,  the  Company's  consolidated  revenues,  net income (loss) and net income
(loss)  per  share for  the six months ended September 30, 1998 would have been:


<TABLE>
<CAPTION>



                            Six Months Ended September 30,
                            ------------------------------
                                        1998
                                     -----------
<S>                                 <C>
Revenues                             $1,874,000

Net loss from continuing operations  $(595,000)

Net loss per share from continuing
  operations, basic and diluted        $(0.07)
</TABLE>

6.     COMPREHENSIVE  INCOME

As  of  April 1, 1998, the Company adopted SFAS No. 130 "Reporting Comprehensive
Income."  SFAS  No.  130  establishes standards for the reporting and display of
comprehensive  income  and its components.  SFAS No. 130 requires the cumulative
translation  adjustment  to  be included as a component of comprehensive loss in
addition  to  net  loss  for  the  period.  The  Company  had  no  components of
comprehensive  income  during  the  periods  presented.

<PAGE>

7.     ACQUISITION OF ASSETS OF TECNOLOGIAS NACIONALES MANUFACTURERAS de MEXICO.

On September 17, 1999, the Company entered into an Asset Purchase Agreement with
Mirror  USA  and  Espejomex,  S.A. DE C.V. to acquire certain assets in Tijuana,
Mexico which will be used by the Company's newly-created subsidiary, Tecnologias
Nacionales  Manufactureras de Mexico.  On August 25, 1999 Tecnologias Nacionales
Manufactureras  de Mexico executed a lease of a 18,000 square foot manufacturing
facility  located approximately five miles from the Otay Mesa border crossing in
Tijuana.  The asset acquisition was a cash purchase.  The 3-year lease agreement
calls  for  monthly  lease payments of $4,500 for the first four months,  $5,700
until  August  2000,  $5,900  until  August  2001  and $6,000 until August 2002.

8.     CORPORATE  NAME  CHANGE

On  September  23, 1999 the Company's shareholders approved a change in the name
of  the  Company  from Photomatrix, Inc. to National Manufacturing Technologies,
Inc.  ("NMT").  The  Company  changed  its  name  to  National  Manufacturing
Technologies,  Inc. to better reflect the Company's currently diverse vertically
integrated  contract  manufacturing business operations.  The Company closed its
sale of product rights and related assets of its scanner division to Scan-Optics
on  June  21,  1999.  During  this  past  year,  the  Company  has  continued to
accomplish  its  strategy  of vertically integrating complementary manufacturing
services  to  OEM  customers,  as  demonstrated  by  its  recent acquisitions of
National Metal Technologies, Inc. and I-PAC Precision Machining, Inc.  Also, the
Company  believes  that the word "manufacturing" is more expressive of its basic
core  competency,  namely  the  creation  of  value-added  manufactured  goods.

9.     RELATED  PARTY  TRANSACTIONS

During  the  three  months  ended  September  30,  1999,  the  Company  recorded
approximately  $10,000 of goodwill related to earn-out accruals from the July 1,
1998 acquisition of MGM Techrep, Inc., (a company previously owned by Patrick W.
Moore, National Manufacturing Technologies' Chief Executive Officer, Chairman of
the  Board  and  major  shareholder, William L. Grivas, a major shareholder, and
James  P.  Hill, a Director and major shareholder) as compared to $43,000 in the
three  months  ended  September 30, 1998.  During the six months ended September
30,  1999,  the  Company  recorded  approximately $42,000 of goodwill related to
these  earn  out accruals.  During the three months ended September 30, 1999 the
company  paid  $18,900  of  these  earn  out  accruals.

During  the  quarter  ended  September  30,  1999 the Company paid approximately
$70,000  to  Sullivan,  Hill, Lewin, Rez, Engle and LaBazzo, a law firm in which
James P. Hill, a director and major shareholder, is a partner.  The Company also
paid  William  Grivas,  a major shareholder, approximately $19,000 in consulting
fees  during  this  quarter.  At  September  30,  1999,  the Company had accrued
approximately $14,000 in legal fees due to Sullivan, Hill, Lewin, Rez, Engle and
LaBazzo,  and  also  accrued  an additional $6,000 in consulting fees to William
Grivas.

All  related party transactions are reviewed and approved by the Audit Committee
of  the  Board  of  Directors.


<PAGE>

MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL  CONDITION  AND
RESULTS  OF  OPERATIONS

Management's  discussion  and  analysis  of  financial  condition and results of
operations  should  be  read  in  conjunction  with  the  consolidated financial
statements  and  unaudited  notes  to consolidated financial statements included
elsewhere  herein.

THREE  MONTHS  ENDED  SEPTEMBER  30,  1999  COMPARED  TO  THE THREE MONTHS ENDED
SEPTEMBER  30,  1998

CONTINUING  OPERATIONS

On  June  5,  1998,  the  Company acquired I-PAC and on July 1, 1998 the Company
acquired  MGM.  Both  acquisitions  were treated as purchases for accounting and
financial  purposes.  Accordingly,  the  three month period ending September 30,
1999  represents  the  first  full quarter of comparative results with the prior
year  for  the  Electronic Manufacturing Services Group ("EMS").  As the Company
acquired  I-PAC  Precision  Machining, Inc., and NMT subsequent to September 30,
1998,  the  1998  periods  presented  do not include the operations of the Metal
Manufacturing  Services  Group  ("MMS").

Consolidated  revenues  for  the  quarter  ended  September  30,  1999  totaled
approximately $2,491,000.  EMS revenue increased $686,000 or 60.6% to $1,818,000
from  $1,132,000  for  the quarter ended September 30, 1998.  Additionally there
was  $673,000  of  MMS  revenue.  The  increase  in  EMS  revenue  is  primarily
attributable to a significant increase in shipments to a major customer over the
same  time  period last year.  Also, revenues during the quarter ended September
30,  1998 were negatively impacted by the relocation of the scanner operation to
the  Carlsbad  facility.

Consolidated  gross  margin  for  the quarter ended September 30, 1999 increased
$299,000  or 77.1% to $687,000 from $388,000 for the quarter ended September 30,
1998.  This  increase  is  primarily attributable to the increase in revenues in
the  EMS  Group.  Total  gross margin as a percent of revenues was 27.6% for the
three  months  ended  September 30, 1999 as  compared to 34.3% during  the  same
period of 1998.  The 1999 amount is comprised of approximately $517,000 or 28.4%
of  electronic  manufacturing  services  gross margin, and $170,000 or 25.3% of
metal  manufacturing  services  gross  margin.  EMS  gross  margin  decreased
approximately 5.9%  to  28.4%  from  34.3%  in  the  quarter  ended  September
30, 1998.  The consolidated  gross  margin  represents an  amount considered by
management to be less than expected under normal operating conditions. The tight
cash position combined with lower volume in the MMS Group created inefficiencies
in operations which caused higher material and labor costs  during the  quarter.

Consolidated  selling,  general, and  administrative  ("SG&A")  expenses for the
quarter ended September 30, 1999 included $430,000 of MMS expenses and therefore
increased  $219,000  or  40.1%  to  approximately  $1,195,000.  This  amount  is
comprised  of  approximately  $375,000  of  corporate general and administrative
expenses,  $390,000  of  electronic  manufacturing  services  SG&A expenses, and
$430,000  of  metal  manufacturing services SG&A expenses.  No corporate general
and administrative expenses were allocated to discontinued operations; therefore
all  SGA  expenses  for the full quarter are allocated to continuing operations.

Consolidated  other  income  for  the  quarter  ended September 30, 1999 totaled
approximately  $67,000  compared to an expense of  $76,000 for the quarter ended
September  30,  1998.  It was comprised primarily of interest expense of $42,000
and  other  income of $109,000.  The other income resulted from accounts payable
settlements  in  the  amount  of  $76,000,  rental  income  of  $23,000,  and
miscellaneous  income  of  $10,000.

<PAGE>

The  net  effect  of  the  increases  in  revenues and increases in other income
resulted  in  a  consolidated  net  loss  from continuing operations of $441,000
($0.04 per share) for the quarter ended September 30, 1999.  This is an increase
of  $207,000 or 88.5% from the net loss from continuing operations from the same
period in 1998 of $234,000. This increase was comprised of a net loss in the EMS
Group  of  $76,000  or  4.2%, a decrease of $158,000 or 67.5%, compared to a net
loss  of  $234,000  or 20.6% for the quarter ended September 30, 1998, and a net
loss  of  $364,000 or 54.0% in the MMS Group.  The loss in the MMS Group was due
mainly  to  low  volume.

Management  believes  the level of output at the MMS Group is significantly less
than  normal  operating  conditions.  The  low volume of activity is expected to
continue  through  the  December  31, 1999 quarter.  Significant recent contract
awards  to the MMS Group will result in increased revenues in the quarter ending
March  31,  2000.  Current  MMS  Group  backlog for shipments due in the quarter
ending  March  31,  2000 is approximately $1,500,000.  Total backlog for the MMS
Group,  including  multi-year  contracts,  is  approximately  $14,000,000.

Including  the  gain  from discontinued operations, the net loss for the quarter
ended  September  30,  1999 was $70,000 ($0.01 per share) compared to net income
for  the  quarter  ended  September  30,  1998  of  $305,000  ($0.03 per share).

DISCONTINUED  OPERATIONS

On  June  21,  1999,  the  Company  closed the sale of its scanner operations to
Scan-Optics.

Income  related to discontinued operations for the current quarter was $371,000.
This  compares  with  income  from  discontinued operations for the three months
ended  September  30,  1998  related  to  scanner  operations of $539,000.   The
current  quarter  gain  was  comprised  of  approximately  $218,000 accruals for
inventory  reserves  related  to the Photomatrix scanner operation that were not
required,  $73,000  of  accounts receivable reserves for the Photomatrix scanner
operation  that  were  not required, $65,000 of accruals for estimated losses at
Lexia  that  were  not  required,  and $15,000 of miscellaneous accruals for the
Photomatrix  scanner  operation  that  were  not  required.  Current liabilities
related  to  the disposal of the scanner operation total approximately $802,000.
The  Company  is  in  the  process  of  negotiating settlements on some of these
remaining  liabilities  and  may  generate  additional  savings  based  on these
settlements,  although  there  can  be  no assurance that these settlements will
result  in  additional  income.

During fiscal 1997, the Company sold its court reporting business (Xscribe Legal
Systems,  Inc.) and discontinued Lexia Systems, Inc. Current liabilities related
to  Lexia  Systems, Inc. total approximately $536,000.  The income for the three
months  ended  September  30,  1999 related to Lexia Systems, Inc is $65,000 for
accruals  for  estimated  losses  that  were  not  required.


SIX MONTHS ENDED SEPTEMBER 30, 1999 COMPARED TO THE SIX MONTHS ENDED
SEPTEMBER 30, 1998

During  the  quarter  ended June 30, 1998, the Company completed the move of its
operations  into I-PAC's facility located in Carlsbad, California.  As expected,
this  move  was  disruptive  and  resulted  in certain operating inefficiencies.

Consolidated  revenues  in  the  six  months  ended September 30, 1999 increased
$2,918,000  or  220.0%  to  $4,244,000  from  $1,326,000 in the six months ended
September  30,  1998.  This increase was primarily attributable to the fact that
the EMS Group was not operating for a full six months in 1998 but only from June
5,  1998  through  September  30,  1998,  and the MMS Group was not in operation
during  this  time  period  in  1998.  The  MMS acquisitions did not occur until
December 1998.  If the EMS Group had operated for a full six months the revenues
would  have  increased  $824,000  or  44.0%  to $2,698,000 from $1,874,000.  The
increase  is  primarily  attributable  to a significant rise in sales to a major
customer.

<PAGE>

Consolidated  gross  margin in the six months ended September 30, 1999 increased
$883,000 or 214.8% to $1,294,000 from $411,000 in the six months ended September
30,  1998.  The  overall 30.5% gross margin during the six months just ended was
slightly  less than the 31.0% gross margin percentage for the same period of the
prior  year.  Of  the  $1,294,000  gross margin, $422,000 was related to the MMS
Group  and  $872,000  was  related  to  the  EMS  Group.

Selling,  general  and  administrative expenses ("SG&A") in the six months ended
September  30,  1999 increased  $1,990,000 or 300.0% to $2,653,000 from $663,000
in the six months ended September 30, 1998.   These increases were primarily the
result  of  the  inclusion of MMS expenses and a shorter time period in 1998 for
EMS  expenses.  As  a percent of revenue, SG&A in the six months ended September
30,  1999  increased  to  62.5% from 50.0% in the six months ended September 30,
1998, primarily as a result of low revenues in the MMS unit during the first six
months  of  1999.

Other  expense of $10,000 in the six months ended September 30, 1999 compares to
expense of $109,000 in the six months ended September 30, 1998.  This expense is
comprised  of  $152,000 of interest expense and $143,000 of income from rent and
A/P  settlements.  The  net  decrease  of  $100,000  is  primarily the result of
settlement  income.

There was no provision for income taxes booked in the six months ended September
30, 1999, the same as in the six months ended September 30, 1998, because of the
effects  of  net  operating  loss  carry  forwards.

The  net  effect  of  the  increases in SG&A and the low volume in the MMS Group
resulted  in an increase in the loss from continuing operations between years of
$1,008,000,  to $1,369,000 in the six months ended September 30, 1999, or  $0.14
per  share,  compared  to  $361,000  or  $0.04 per share in the six months ended
September  30,  1998.  There  was  income  from  discontinued  operations in the
current  six  months  ended  September 30, 1999 of $761,000, or $0.08 per share,
compared  to  a loss of $288,000, or $.04 per share from discontinued operations
in  the  six  months  ended  September 30, 1998.  The results were a net loss of
$607,000  or  $0.06  in  the  current  six  months  period compared to a loss of
$649,000  or  $0.08  per  share  in  the  prior  six  months  period.

Significant  recent  contract  awards  to the MMS Group will result in increased
revenues  in  the  year  ending  March  31, 2000.  Current MMS Group backlog for
shipments  due in the quarter ending March 31, 2000 is approximately $1,500,000.
Total  backlog  for  the  MMS  Group,  including  multi-year  contracts,  is
approximately  $14,000,000.


                         LIQUIDITY AND CAPITAL RESOURCES

   RECENT AND FUTURE SOURCES OF AND DEMANDS ON LIQUIDITY AND CAPITAL RESOURCES

On June 18, 1999, the Company entered into a $1,500,000 credit facility with its
primary lender that included a $1,200,000 A/R line of credit and a $300,000 term
loan.  Under  the  terms  of  this agreement, total borrowings under the line of
credit  were  limited  to  the  lesser of $1,200,000 or 80% of eligible accounts
receivable (as defined under the agreement).  In December 1999, the A/R line was
increased  to $2,000,000, and two inventory lines for $650,000 were added to the
existing  line.  Outstanding  borrowings  are collateralized by primarily all of
the  Company's  assets.  Total  borrowings  under  the  metal  inventory line is
limited to the lesser of $300,000 or 70% of the cost of eligible metal inventory
(as  defined  under  the  agreement).  Total  borrowings  under  the electronics
inventory  is  limited  to the lesser of $350,000 or 35% of eligible electronics
inventory  (as defined under the agreement).  The line of credit expires on June
30,  2001.  The  balance  outstanding as of January 28, 2000 was $724,000 on the
A/R  line,  $267,500 on the term loan, and $333,000 on the inventory lines.  The
line  of  credit  accrues interest on outstanding borrowings at the bank's prime
rate  plus  4%  per  annum.

<PAGE>

In  December  1998, NMT became obligated under a five-year note, payable to GIW,
in  the amount of $350,000, bearing interest at 8%.  Future note payments may be
made  in  a combination of National Manufacturing Technologies stock and cash at
the  election of the parties.  In addition, NMT entered into a capital lease for
the  purchase  of  GIW  equipment,  with an option to purchase the equipment for
$490,000  at  the  end  of  the one-year period.  The first year rental payments
under  the  equipment lease were satisfied with the issuance of 25,000 shares of
National  Manufacturing  Technologies  common  stock  valued at $2.00 per share.
National Manufacturing Technologies agreed to price protect the shares issued to
GIW  shareholders  at  a price of $2.00 per share, at a point two years from the
closing  date,  for these initial shares issued for the first year's payments on
the  note and the equipment lease.  The Company exercised its option to purchase
this  equipment  on  December 1, 1999 and now is obligated, to GIW, under a four
year  note  in  the  amount  of  $490,000  which  bears  interest  at  8%.

The Company is obligated under a series of notes payable totaling $271,000 as of
September  30,  1999.  These  notes  bear interest at a rate of 8% per annum and
mature  in April 2000.  Interest and principal payments totaling $16,000 are due
monthly.  Since  October  1998,  the Company made two payments on these notes in
July  1999 and August 1999.  The Company is attempting to accelerate the monthly
payments required under these notes. These notes are included in net liabilities
of  discontinued  operations.

The  Company also has certain equipment notes in the aggregate amount of $26,000
with interest rates varying between 8% and 26.6% with final payments due between
2000  and  2005.  These notes are collateralized by equipment.  In addition, the
Company  also  has  certain  capital leases in the aggregate amount of $267,000,
calling  for  minimum  monthly  payments  aggregating  approximately $15,000 per
month.

During  September  1998,  The  Company's wholly owned subsidiary, Lexia Systems,
settled  its outstanding dispute with Fujitsu.  As a result, the Company reduced
its  previously  recorded liability of $340,000 to Fujitsu to $200,000 and began
making  payments  against this liability in November 1998 with the final payment
due to Fujitsu in June 1999.  As of December 1999, the Company has made payments
totaling  $25,000  since  July  1999  on  this liability which is currently at a
balance  of  $65,000.  Lexia  also  has recorded liabilities reflecting accounts
payable  and  unpaid  rent  claims  of ICL and related entities in the amount of
$457,000  at  September  30,  1999.  These  liabilities  are  included  in  net
liabilities  of  discontinued  operations.  Lexia  disputes  any  liability with
respect  to ICL in light of its own offsetting claims and defenses.  There is no
assurance  that  Lexia  will  be  successful  in prevailing in its position with
regard  to  outstanding  claims  previously  made  by  ICL.

The  Company's  sources  of  future short-term liquidity are its cash balance of
$355,000  as  of  September 30, 1999, and the unused amount of its $2.95 million
credit  facility.   $2.0  million  of  this  credit facility is a line of credit
against eligible accounts receivable.  $300,000 of the credit facility is a term
loan  that funded on September 30, 1999 and is due in equal monthly installments
of $6,250 over 2 years with a final payment of $150,000.  $650,000 of the credit
facility can be used against eligible inventory.  Availability under the line of
credit  can be limited based upon the balance of eligible accounts receivable as
described  above.  Availability  under  the  inventory  lines  of  credit can be
limited  based  upon  the  balance  of  eligible metal inventory and electronics
inventory  as  described above.  Increased limits for this line were established
in December, 1999.  The A/R line was increased to $2.0 million from $1.2 million
to  aid  revenue  growth  in  the  metals  and  electronics  segments.

The  Company is currently obligated as a guarantor under an assignment agreement
of  a  lease  in the amount of approximately $18,550 per month through September
2002.  As of June 30, 1999, the Company has not been required to pay any amounts
related  to  this guarantee.  The Company is also obligated to pay approximately
$5,000  per  month  on  various other leases.  Aside from these commitments, the
Company  has  not  made  any  material  commitments.

The Company anticipates that its current cash position, revenue from operations,
and  funds  from  its existing line of credit, will be sufficient to finance its
working  capital  and capital requirements for the next twelve months.  However,
the  Company's  capital requirements may increase as a result of competitive and
technological  developments and the terms and conditions of any future strategic
transactions.  There can be no assurance that the Company would be able to raise
additional  capital  under  favorable  terms,  if  at  all.

<PAGE>

                          NEW ACCOUNTING PRONOUNCEMENT

Statement  of Financial Accounting Standards No. 133, "Accounting for Derivative
Financial Instruments and Hedging Activities" ("SFAS 133") issued by the FASB is
effective for all fiscal quarters of fiscal years beginning after June 15, 2000.
SFAS  133  provides  a comprehensive and consistent standard for the recognition
and  measurement  of  derivatives  and hedging activities.  The Company does not
expect  adoption of SFAS 133 to have a material effect on its financial position
or  results  of  operations.

                                    YEAR 2000

The  Company  recognizes  the  need  to  ensure  that its operations will not be
adversely  impacted by Year 2000 software and hardware failures.  The Company is
in  process  of reviewing its information technology systems and non-information
technology  systems  with embedded technology applications, addressing Year 2000
risks,  and  believes it will resolve any such risks in a timely manner.  During
the  quarter  ended December 31, 1998, the Company began a process of contacting
its  critical  business  partners  to reasonably assure that they are adequately
prepared.

The  Company  believes  that its products are fully Year 2000 compliant.  All in
house  computers  have  been  tested and upgraded to be year 2000 compliant.  In
house  financial  software  has  been  upgraded  to  be  year  2000  compliant.
The  Company  plans  on developing contingency plans to address Year 2000 issues
that  do  arise.  As part of its Year 2000 compliance program, the Company plans
to  identify  alternate  vendor  sources  for  vendors who do not respond to our
questionnaires or who appear to not be in compliance.  Although no assurance can
be  made,  given  the nature of its major customers, the Company does not expect
that  it will encounter significant problems with respect to customer compliance
with  Year  2000  issues.

Currently,  the Company does not have an estimate of costs associated with these
efforts,  but  does  not  believe  them to be significant.  However, the Company
could  be  adversely  impacted  if  its  suppliers  or customers do not make the
necessary changes to their own systems and products successfully and in a timely
manner,  or  if  regional infrastructure failures occur as a consequence of Year
2000  problems.

The  SEC's  recent  guidance for Year 2000 disclosure also calls on companies to
describe  their most likely worst case Year 2000 scenario.  The Company believes
that  the  most  likely worst case scenario is that the Company will have to add
additional  staff  and/or  reassign  existing  staff  and/or  acquire additional
equipment  or  software  during  the  time  period leading up to and immediately
following  December  31,  1999,  in  order  to  address  Year  2000  issues that
unexpectedly  arise.

       THIS  10-QSB  CONTAINS  FORWARD-LOOKING  STATEMENTS  THAT  INVOLVE  RISKS
       AND UNCERTAINTIES.  THESE  STATEMENTS  INCLUDE,  WITHOUT  LIMITATION,
       STATEMENTS RELATING  TO  THE COMPANY'S PLANS AND OBJECTIVES FOR FUTURE
       OPERATIONS INCLUDING ACQUIRING  OTHER BUSINESSES, INCREASING SALES AND
       IMPROVING MARGINS, ASSUMPTIONS AND  STATEMENTS  RELATING TO THE COMPANY'S
       FUTURE ECONOMIC PERFORMANCE AND OTHER NON-HISTORICAL  INFORMATION.  THE
       COMPANY'S  ACTUAL  RESULTS  COULD  DIFFER MATERIALLY  FROM THOSE
       DISCUSSED HEREIN.  FACTORS THAT COULD CAUSE OR CONTRIBUTE TO SUCH
       DIFFERENCES INCLUDE, WITHOUT LIMITATION, THOSE RISKS DISCUSSED UNDER THE
       HEADING  "ADDITIONAL  RISK FACTORS" AS WELL AS OTHER FACTORS AS DISCUSSED
       IN THE COMPANY'S ANNUAL REPORT ON FORM 10-KSB FOR THE FISCAL YEAR ENDED
       MARCH 31, 1999.


<PAGE>

PART  II  -  OTHER  INFORMATION

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

On  September  23,  1999,  an  Annual  Meeting  of  Shareholders  of  National
Manufacturing  Technologies,  Inc.,  was held and the following items were voted
upon  by  the  shareholders  with  all  items  being  approved:

<TABLE>
<CAPTION>

1.  To  elect  six directors for the ensuing year and until their successors are
elected. CUMULATIVE  VOTING WAS ENACTED FOR THE ELECTION OF DIRECTORS, PER THE COMPANY
BYLAWS,  THERE  ARE SEVEN  AVAILABLE  DIRECTOR  SEATS.

                       Votes For
                       ---------
<S>                         <C>

Patrick W. Moore       5,342,257
James P. Hill          4,949,924
Michael J. Genovese    5,056,459
Binh Q. Le             5,341,831
Michael R. Moore       5,341,893
Brian L. Kissinger     4,842,000
John G. Hamilton, Jr.  5,161,359

</TABLE>

<TABLE>
<CAPTION>

2.  To  approve  an  amendment  to  and restatement of the Company's Amended and
Restated  Articles  of  Incorporation in order to change the name of the Company
from  Photomatrix,  Inc.,  to  NATIONAL  MANUFACTURING  TECHNOLOGIES,  INC.


           VOTES FOR  VOTES AGAINST  VOTES ABSTAINED
           ---------  -------------  ---------------
<S>        <C>        <C>            <C>

           3,549,643    4,038         432
</TABLE>

<TABLE>
<CAPTION>


3.  To ratify the appointment by the Company's Board of Directors of BDO Seidman
as  independent  auditors  for  the  1999  and  2000  fiscal  years.


           VOTES FOR  VOTES AGAINST  VOTES ABSTAINED
           ---------  -------------  ---------------
<S>        <C>        <C>            <C>

           3,549,860     710         3,543
</TABLE>


ITEM  5.     OTHER  INFORMATION

             None

ITEM  6.     EXHIBITS  AND  REPORTS  ON  FORM  8-K

a.           REPORTS  ON  FORM  8-K

             None

b.           EXHIBITS

             10.61         Employment Agreement with Patrick W. Moore,
                           dated September 23, 1999
             10.62         Stock Option Agreement with Patrick W. Moore,
                           dated September 23, 1999
             27            Financial Data Schedule


<PAGE>
                                   SIGNATURES


  Pursuant  to the requirements of the Securities Exchange Act of 1934, the
  Issuer has  duly  caused  this  report  to  be  signed on its behalf by the
  Undersigned thereunto  duly  authorized.




                                           NATIONAL  MANUFACTURING
                                           TECHNOLOGIES,  INC.

Date:  February 4, 2000                    by  /s/  Patrick  W.  Moore
                                               -----------------------
                                           Patrick  W.  Moore
                                           Chairman,  Chief  Executive  Officer
                                           and  President

Date:  February 4, 2000                    by  /s/  Larry  Naritelli
                                           -------------------------
                                           Larry  Naritelli
                                           Controller
                                           Principal  Accounting  Officer