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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 AMENDMENT
NO. 1
 on
 FORM
10-Q/A
  þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended June 30, 2006
 OR
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    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: 000-22190
 VERSO TECHNOLOGIES, INC.
  Minnesota
    
    41-1484525(State of incorporation)
    
    (I.R.S. EmployerIdentification No.)
 
 678.589.3500
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Explanatory Note
 VERSO TECHNOLOGIES, INC.
AMENDMENT NO. 1 on FORM 10-Q/A
INDEX
 Page No.PART II. OTHER INFORMATIONItem 6. Exhibits
    
    
    2Signatures
    
    
    2Exhibit Index
    
    
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PART
II     OTHER INFORMATION
 Item 6. Exhibits
  
 SIGNATURE
  VERSO TECHNOLOGIES, INC.Date:
October 6, 2006
    
    
    
    By:
    
    /s/ Juliet M. ReisingExecutive Vice President and Chief Financial Officer(duly authorized signatory and Principal
Financial and Accounting Officer)
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EXHIBIT INDEX
 Exhibit No.
    
    Exhibit
    
    Method of Filing2.1
    
    Securities Purchase
Agreement dated as of June
15, 2006 among the Company,
Winslow Asset Group, LLC
and Winslow Asset Holdings,
LLC. (The schedules to the
Securities Purchase
Agreement have been omitted
from this Quarterly Report
pursuant to Item 601(b)(2)
of Regulation S-K, and the
Company agrees to furnish
copies of such omitted
schedules supplementally to
the Securities and Exchange
Commission upon request.)
    
    Incorporated by reference
to Exhibit 2.1 to the
Companys Current Report on
Form 8-K filed on June 21,
2006.3.1
    
    Amended and Restated
Articles of Incorporation
of the Company.
    
    Incorporated by reference
to Exhibit 3.1 to the
Companys Registration
Statement on Form S-18
(File No. 33-51456).3.2
    
    Amendment to the Amended
and Restated Articles of
Incorporation of the
Company, as amended.
    
    Incorporated by reference
to Exhibit 3.1 to the
Companys Current Report on
Form 8-K filed October 2,
2000.3.3
    
    Amendment to the Amended
and Restated Articles of
Incorporation of the
Company, as amended.
    
    Incorporated by reference
to Exhibit 4.1 to the
Companys Current Report on
Form 8-K filed November 19,
2001.3.4
    
    Amendment to the Amended
and Restated Articles of
Incorporation of the
Company, amended.
    
    Incorporated by reference
to Exhibit 3.4 to the
Companys Quarterly Report
on Form 10-Q for the
quarter ended June 30,
2005.3.5
    
    Articles of Amendment to
the Companys Articles of
Incorporation, effective as
of October 11, 2005.
    
    Incorporated by reference
to Exhibit 3.1 to the
Companys Current Report on
Form 8-K filed October 7,
2005.3.6
    
    The Companys Amended and
Restated Bylaws, adopted
October 24, 2005.
    
    Incorporated by reference
to Exhibit 3.1 to the
Companys Current Report on
Form 8-K filed October 7,
2005.3.7
    
    Statement of Rights of
Series C Preferred Stock of
the Company effective June
16, 2005.
    
    Incorporated by reference
to Exhibit 3.1 to the
Companys Current Report on
Form 8-K filed on June 21,
2006.4.1
    
    Registration Rights
Agreement dated March 20,
2006, between the
Registrant and Joseph Noel.
    
    Incorporated by reference
to Exhibit 4.4 to the
Registrants Registration
Statement on Form S-3 (No.
333-133373).4.2
    
    Registration Rights
Agreement dated March 20,
2006, between the
Registrant and J.P. Turner
& Company, L.L.C.
    
    Incorporated by reference
to Exhibit 4.5 to the
Registrants Registration
Statement on Form S-3 (No.
333-133373).
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Exhibit No.
    
    Exhibit
    
    Method of Filing4.3
    
    Registration Rights
Agreement dated March 20,
2006, between the
Registrant and Croft &
Bender.
    
    Incorporated by reference
to Exhibit 4.6 to the
Registrants Registration
Statement on Form S-3 (No.
333-133373).4.4
    
    Registration Rights
Agreement dated as of June
16, 2006 between the
Company and Winslow Asset
Group, LLC.
    
    Incorporated by reference
to Exhibit 4.1 to the
Companys Current Report on
Form 8-K filed on June 21,
2006.10.1
    
    Agreement of Software
Development dated as of May
10, 2006, between the
Company and Elitecore
Technologies Limited.
    
    Previously filed.10.2
    
    Amendment to Loan Documents
dated as of June 27, 2006
among the Company, certain
of its subsidiaries and
Silicon Valley Bank.
    
    Previously filed.10.3
    
    Contract entered into on
July 17, 2006, among the
Company, Verso Verilink,
LLC and CM Solutions, Inc.
    
    Previously filed.10.4
    
    Manufacturing Agreement
dated as of July 12, 2006
between the Company and CM
Solutions Corporation.
    
    Previously filed.10.5
    
    Amendment to Note dated as
of June 30, 2006 among the
Company, CITEL
Technologies, Inc. and
CITEL Technologies Limited.
    
    Previously filed.10.6
    
    Agreement dated as of June
19, 2003 between Telesector
Resources Group, Inc.,
d/b/a Verizon Services
Group, and XEL
Communications Inc., which
agreement has been assumed
by Verso Verilink, LLC.
    
    Previously filed.10.7
    
    Amendment No. 1 to
Agreement dated as of
August 25, 2003 between
Telesector Resources Group,
Inc., d/b/a Verizon
Services Group and XEL
Communications, Inc., which
amendment has been assumed
by Verso Verilink, LLC.
    
    Previously filed.10.8
    
    Amendment No. 2 to Product
Purchase Agreement dated as
of December 12, 2003
between Telesector
Resources Group, Inc.,
d/b/a Verizon Services
Group and XEL
Communications, Inc., which
amendment has been assumed
by Verso Verilink, Inc. (Portions of this Exhibit 10.8 have been
omitted pursuant to a request for confidential treatment filed with
the Securities and Exchange Commission.)
    
    Filed herewith.10.9
    
    Amendment No. 3 to Product
Purchase Agreement dated as
of February 18, 2004
between Telesector
Resources Group, Inc.,
d/b/a Verizon Services
Group and XEL
Communications, Inc., which
amendment has been assumed
by Verso Verilink, Inc.
    
    Previously filed.
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Exhibit No.
    
    Exhibit
    
    Method of Filing10.10
    
    Amendment No. 4 to Contract
No. C0302362 dated as of
November 10, 2004 between
Telesector Resources Group,
Inc., d/b/a Verizon
Services Group, and
Verilink Corporation, which
amendment has been assumed
by Verso Verilink, Inc.
    
    Previously filed.10.11
    
    Amendment No. 5 to Product
Purchase Agreement dated as
of March 4, 2005 between
Telesector Resources Group,
Inc., d/b/a Verizon
Services Group, and
Verilink Corporation, which
amendment has been assumed
by Verso Verilink, Inc. (Portions of this Exhibit 10.11 have been
omitted pursuant to a request for confidential treatment filed with
the Securities and Exchange Commission.)
    
    Filed herewith.10.12
    
    Amendment No. 6 to Product
Purchase Agreement dated as
of July 27, 2006, between
Verso Verilink, LLC and
Verizon Services Corp.
    
    Previously filed.31.1
    
    Rule 13a-14(a)/15d-14(a)
Certification by the
Companys Chief Executive
Officer.
    
    Filed herewith.31.2
    
    Rule 13a-14(a)/15d-14(a)
Certification by the
Companys Chief Financial
Officer.
    
    Filed herewith.32.1
    
    Section 1350 Certification
by the Companys Chief
Executive Officer.
    
    Filed herewith.32.2
    
    Section 1350 Certification
by the Companys Chief
Financial Officer.
    
    Filed herewith.
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