**UNITED STATES**

**SECURITIES AND EXCHANGECOMMISSION**

**Washington, D.C. 20549**

 

**Form 10-Q/A**

 

**(Amendment No. 1)**

 

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**QUARTERLY REPORT PURSUANT TO SECTION 13 OR15(d)**

**OF THE SECURITIES EXCHANGE ACT OF 1934**

 

**For the Quarterly Period Ended January 31,2006**

 

**Commission File Number 0-11518**

 

**PPT VISION, INC.**

(Exact name of Small Business Issuer as specified in its charter)

 

| **MINNESOTA**                                         | ** ** | **41-1413345**         |
|-------------------------------------------------------|------------|------------------------|
| (State or other jurisdiction of                       |       | (I.R.S. Employer       |
| incorporation or organization)                        |       | Identification Number) |
|                                                  |       |                   |
| **12988 Valley View Road Eden Prairie, Minnesota**    | ** ** | **55344**              |
| (Address of principal executive offices)              |       | (Zip Code)             |
|                                                  |       |                   |
| **(952) 996-9500**                                    |
| (Issuer’s telephone number, including area code) |

 

Indicate by check markwhether the registrant is an accelerated filer (as defined in Rule 12b-2)of the Exchange Act. Yes o  No ý

 

Check whether the issuer (1) hasfiled all reports required to be filed by Section 13 or 15(d) of theExchange Act during the preceding 12 months (or for such shorter period thatthe registrant was required to file such reports), and (2) has beensubject to such filing requirements for the last 90 days. Yes ý  No o

 

Indicate by check markwhether the registrant is a shell company (as defined in Rule 12b-2 of theExchange Act). Yes o  No ý

 

Shares of $.10 par valuecommon stock outstanding at February 21, 2006: 2,998,747

 

 

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###### **Amendment of Form 10-Q**

###### ** **

Inconverting to EDGAR format and transmitting to the Securities and ExchangeCommission the Form 10-Q for PPT Vision, Inc. for the quarter ended January 31,2006, the third party service provider engaged by PPT Vision inadvertentlyswitched the column headings for the 2005 and 2006 Statement of Operations. ThisForm 10-Q/A corrects that error. 

 

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PPT VISION, INC.

STATEMENTS OF OPERATIONS

(UNAUDITED)

 
| ** **                                  | ** ** | **Three Months Ended** | ** ** |
|---------------------------------------------|------------|----------------------------------|------------|
| ** **                                  | ** ** | **January 31,**             | ** ** |
| ** **                                  | ** ** | **2006**                         | ** ** | **2005** | ** ** |
| Revenues                                    |       | $                                | 1,582,000  |   | $ | 1,525,000 |   |
| Cost of revenues.                           |       | 702,000                          |       | 729,000 |   |
|                                        |       |                             |       |   |   |
| Gross profit                                |       | 880,000                          |       | 796,000 |   |
|                                        |       |                             |       |   |   |
| Expenses:                                   |       |                             |       |   |   |
| Sales and marketing                         |       | 559,000                          |       | 686,000 |   |
| General and administrative                  |       | 236,000                          |       | 291,000 |   |
| Research and development                    |       | 329,000                          |       | 374,000 |   |
| Total expenses                              |       | 1,124,000                        |       | 1,351,000 |   |
|                                        |       |                             |       |   |   |
| Interest and other income                   |       | 40,000                           |       | 9,000 |   |
|                                        |       |                             |       |   |   |
| Loss from continuing operations             |       | (204,000                         | )          | (546,000 | ) |
|                                        |       |                             |       |   |   |
| Loss from discontinued operations           |       | —                           |       | (64,000 | ) |
| Net loss                                    |       | $                                | (204,000   | ) | $ | (610,000 | ) |
|                                        |       |                             |       |   |   |
| Per share data:                             |       |                             |       |   |   |
| Weighted average basic shares outstanding   |       | 2,999,000                        |       | 2,996,000 |   |
| Weighted average diluted shares outstanding |       | 2,999,000                        |       | 2,996,000 |   |
| Basic and diluted loss per common share     |       |                             |       |   |   |
| Loss from continuing operations             |       | $                                | (0.07      | ) | $ | (0.18 | ) |
| Loss from discontinued operations           |       | $                                | —     |   | $ | (0.02 | ) |
| Net loss                                    |       | $                                | (0.07      | ) | $ | (0.20 | ) |

 

See accompanying notes tocondensed financial statements

 

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SIGNATURES

 

Pursuant to therequirements of the Securities Exchange Act of 1934, the registrant has dulycaused this report to be signed on its behalf by the undersigned thereunto dulyauthorized.

 
|                     | PPT VISION, INC.                                            |
|--------------------------|------------------------------------------------------------------|
| Date: May 19,  2006 |                                                             |
|                     |                                                             |
|                     | /s/ Joseph C.  Christenson                                       |   |
|                     | Joseph C.  Christenson                                           |
|                     | President, Chief  Executive Officer and  Chief Financial Officer |

 

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