**UNITED
        STATES**
 **SECURITIES
        AND EXCHANGE COMMISSION**
 
 **Washington,
        D.C. 20549**
 
 **FORM
        10-QSB**
 
 (Mark
        One)
 
 ý
                Quarterly
                    Report under Section 13 or 15(d) of the Securities Exchange Act
                    of 1934
 
 For the quarterly period ended June 30,
                  2005
 
 or
 
  ̈
                Transition
                    Report under Section 13 or 15(d) of the Securities Exchange Act
                    of 1934
 
 For
                  the transition period from _______ to
                  _______
  
 Commission
        file number: 000-50532
  **S****OLOMON********T****ECHNOLOGIES,********I****NC.**
 (Exact
          name of small business issuer as specified in its charter)
  **Delaware**
                
                **52-1812208**(State
                    or other jurisdiction of incorporation or organization)
                
                (I.R.S.
                    Employer
                  Identification
                    No.)
 
 **1400
        L&R Industrial Blvd.**
 **Tarpon
        Springs, Florida 34689**
 (Address
        of principal executive offices)
 
 **(727)
        934-8778**
 **Issuer’s
        Telephone Number**
 
 Check
        whether the issuer: (1) filed all reports required to be filed by Section
        13 or
        15(d) of the Securities Exchange Act of 1934 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 ý No  ̈ .
 
 As
        of
        August 12, 2005, there were 7,251,261 shares of the issuer’s common stock
        outstanding.
 
 Transitional
        Small Business Disclosure Format (check one): Yes  ̈ No ý .
  
 
 **INDEX**
 Page
                    Number**PART
                      I. FINANCIAL INFORMATION**
                  3Item
                      1. Financial Statements
                  3Balance
                      Sheet at June 30, 2005 (Unaudited)
                  3Statements
                      of Operations - Three months and six months ended June 30,
                      2005 and 2004
                      (Unaudited)
                  4Statements
                      of Cash Flows - Six months ended June 30, 2005 and 2004
                      (Unaudited)
                  5Notes
                      to Financial Statements (Unaudited)
                  6Item
                      2. Management’s Discussion and Analysis of Financial Condition and Results
                      of Operations
                  10Item
                      3. Controls and Procedures
                  14**PART
                      II. OTHER INFORMATION**
                  15Item
                      1. Legal Proceedings
                  15Item
                      2. Unregistered Sales of Equity Securities and Use of
                      Proceeds
                  15Item
                      6. Exhibits
                  16**SIGNATURE
                      PAGE**
                  17
 
 **Introductory
        Comment**
 
 Throughout
        this Quarterly Report on Form 10-QSB, the terms “we,”“us,”“our,”“Solomon” and
“our company” refer to Solomon Technologies, Inc., a Delaware corporation, and,
        unless the context indicates otherwise, includes our wholly-owned subsidiary,
        Town Creek Industries, Inc.
  2
  **PART
        1**
 **ITEM 1.**
              **FINANCIAL
                  INFORMATION**
  **Solomon
          Technologies, Inc.**
 **Balance
          Sheet**
 **June
          30, 2005**
 **(Unaudited)**
  **Assets:**Cash
                  and cash equivalents
              
              $
              2,305Accounts
                  receivable
              
              
              937Inventory
              
              
              36,215Prepaid
                  expenses
              
              
              2,546Total
                  current assets
              
              
              42,003Intangible
                  assets, net
              
              
              426,153Equipment,
                  net
              
              
              11,494Total
                  assets
              
              $
              479,650**Liabilities
                  and Deficiency in Assets****Current
                  Liabilities:**Notes
                  payable
              
              $
              54,985Notes
                  payable to related parties
              
              
              378,000Accounts
                  payable
              
              
              661,296Accrued
                  expenses
              
              
              143,963Accrued
                  payroll and payroll taxes
              
              
              268,668Total
                  liabilities
              
              
              1,506,912**Redeemable
                  Series A preferred stock:**Designated
                  7,000,000 shares; 3,071,474 shares issued and outstanding; redemption
                value
                  at April 29, 2007 of $19,134,430
              
              
              3,965,013Total
                  liabilities
              
              
              5,471,925Commitments
                  and contingencies:**Deficiency
                  in Assets:**Common
                  Stock: $.001 par value, 50,000,000 shares authorized; 7,124,507
                  shares
                  issued
                and
                  outstanding
              
              
              7,125Additional
                  paid-in capital
              
              
              14,059,607Accumulated
                  deficit
              
              
              (19,059,007
              )Deficiency
                  in assets
              
              
              (4,992,275
              )Total
                  liabilities and deficiency in assets
              
              $
              479,650
 
 See
        accompanying notes.
  3
  
 SOLOMON
        TECHNOLOGIES, INC.
 STATEMENTS
        OF OPERATIONS
 (UNAUDITED)
  **Three
                    Months**
                  **Ended
                    June 30,**
                
                **Six
                    Months**
                  **Ended
                    June 30,****2005**
                
                **2004**
                
                **2005**
                
                **2004****Net
                    Sales**
                
                $
                37,908
                
                $
                7,637
                
                $
                63,073
                
                $
                63,705**Cost
                    of Goods Sold**
                
                
                26,897
                
                
                41,568
                
                
                80,171
                
                
                68,942**Gross
                    Margin**
                
                
                11,011
                
                
                (33,931
                )
                
                (17,098
                )
                
                (5,237
                )**Operating
                    Expenses**Salaries
                    and benefits
                
                
                76,477
                
                
                86,427
                
                
                252,101
                
                
                212,736Noncash
                    compensation
                
                
                573,061
                
                
                962,000
                
                
                573,061
                
                
                1,004,000Professional
                    fees
                
                
                180,327
                
                
                70,435
                
                
                389,839
                
                
                110,815Advertising
                
                
                3,240
                
                
                36,932
                
                
                13,581
                
                
                64,420Travel
                    and entertainment
                
                
                16,824
                
                
                32,084
                
                
                77,970
                
                
                43,922Rent
                
                
                8,233
                
                
                7,992
                
                
                16,353
                
                
                24,128Other
                    general and administrative
                
                
                264,505
                
                
                193,192
                
                
                498,252
                
                
                258,413**Total
                    Operating Expenses**
                
                
                1,122,667
                
                
                1,389,062
                
                
                1,821,157
                
                
                1,718,434**Operating
                    Loss**
                
                
                (1,111,656
                )
                
                (1,422,993
                )
                
                (1,838,255
                )
                
                (1,723,671
                )Interest
                    expense
                
                
                802,323
                
                
                1,430,901
                
                
                1,455,585
                
                
                1,594,944Loss
                    on extinguishment of debt
                
                
                -
                
                
                -
                
                
                39,924
                
                
                -**Net
                    Loss**
                
                $
                (1,913,979
                )
                $
                (2,853,894
                )
                $
                (3,333,764
                )
                $
                (3,318,615
                )Net
                    Loss per share
                
                $
                (0.32
                )
                $
                (0.58
                )
                $
                (0.59
                )
                $
                (0.68
                )Weighted
                    average shares outstanding
                
                
                6,035,560
                
                
                4,912,856
                
                
                5,606,178
                
                
                4,869,976
 
 See
        accompanying notes.
  4
  SOLOMON
        TECHNOLOGIES, INC.
 STATEMENTS
        OF CASH FLOWS
 (UNAUDITED)
 **For
                        the Six Months Ended**
                      **June
                        30,****2005**
                    
                    **2004****Operating
                        Activities:**Net
                        Loss
                    
                    $
                    (3,333,764
                    )
                    $
                    (3,318,615
                    )**Adjustments
                        to reconcile net loss to net cash used in
                        operations**Common
                        stock issued in lieu of salaries and services
                    
                    
                    810,397
                    
                    
                    1,004,000Amortization
                        and depreciation
                    
                    
                    48,978
                    
                    
                    66,814Amortization
                        of note discount
                    
                    
                    -
                    
                    
                    25,080Beneficial
                        conversion feature
                    
                    
                    -
                    
                    
                    1,188,107Accretion
                    
                    
                    1,444,070
                    
                    
                    179,922Extinguishment
                        loss on conversion of redeemable Series A
                      preferred
                        stock
                    
                    
                    39,924
                    
                    
                    -Interest
                        recorded, monthly dividend on redeemable
                      Series
                        A preferred stock
                    
                    
                    -
                    
                    
                    24,667Interest
                        recorded in connection with conversion of debt
                    
                    
                    
                    
                    
                    190,666Loss
                        on sale of equipment
                    
                    
                    371
                    
                    
                    -****Changes
                        in operating assets and liabilities:Accounts
                        receivable
                    
                    
                    (504
                    )
                    
                    154Inventory
                    
                    
                    23,902
                    
                    
                    (119,058
                    )Other
                        assets
                    
                    
                    37,474
                    
                    
                    (63,591
                    )Accounts
                        payable and accrued expenses
                    
                    
                    335,675
                    
                    
                    (130,304
                    )Customer
                        deposits
                    
                    
                    -
                    
                    
                    418Accrued
                        payroll and payroll taxes
                    
                    
                    (31,550
                    )
                    
                    4,662Net
                          cash used by operating activities
                    
                    
                    (625,027
                    )
                    
                    (947,078
                    )**Investing
                        activities:**Purchase
                        of equipment
                    
                    
                    (685
                    )
                    
                    -Proceeds
                        from sale of equipment
                    
                    
                    10,500
                    
                    
                    -9,815
                    
                    
                    -**Financing
                        Activities:**Proceeds
                        from issuance of notes payable to related parties
                    
                    
                    378,000
                    
                    
                    -Repayment
                        of notes and loans payable
                    
                    
                    (9,507
                    )
                    
                    -Proceeds
                        from the sale of redeemable Series A
                      preferred
                        stock
                    
                    
                    -
                    
                    
                    1,610,815**Net
                        cash provided by financing activities**
                    
                    
                    368,493
                    
                    
                    1,610,815**Change
                        in cash and cash equivalents**
                    
                    
                    (246,719
                    )
                    
                    663,737**Cash
                        and cash equivalents, beginning of period**
                    
                    
                    249,024
                    
                    
                    50,670**Cash
                        and cash equivalents, end of period**
                    
                    $
                    2,305
                    
                    $
                    714,407Supplemental
                        Disclosure of Cash Flow information:Noncash
                        investing and financing activities:Settlement
                        of accrued expenses with common stock
                    
                    $
                    385,314
                    
                    $
                    -Conversion
                        of Pinetree Note
                    
                    $
                    -
                    
                    $
                    621,474
 See
        accompanying notes.
  5
  **Notes
        to Financial Statements (unaudited)**
 
 **NOTE
        1 - BASIS OF PRESENTATION**
 
 Solomon
        Technologies, Inc. (“STI” or the “Company”) develops and markets electric
        propulsion systems for marine applications. Management believes that the
        Company’s systems will have additional applications in the transportation,
        industrial and commercial sectors.
 
 The
        accompanying unaudited financial statements have been prepared in accordance
        with U.S. generally accepted accounting principles for interim financial
        information and pursuant to the rules and regulations of the Securities and
        Exchange Commission (“SEC”). The accompanying financial statements for the
        interim periods are unaudited. They reflect all adjustments (consisting only
        of
        normal recurring adjustments) which are, in the opinion of management, necessary
        for a fair presentation. These financial statements should be read in
        conjunction with the financial statements and related footnotes for the year
        ended December 31, 2004 contained in the annual report on Form 10-KSB as
        filed
        with the SEC. Operating results for interim periods are not necessarily
        indicative of the results for the full year.
 
 **NOTE
        2 - ACCRUED PAYROLL AND PAYROLL TAXES**
 
 As
        of
        June 30, 2005, the Company had accrued payroll and unpaid payroll taxes of
        approximately $65,000 and accrued interest and penalties of $180,000 with
        respect to such taxes. The Company has received notice of delinquency from
        the
        U.S. Internal Revenue Service and believes that such notice could severely
        impact its operations or cause the Company to cease operations.
 
 **NOTE
        3 - NOTES PAYABLE**
 
 On
        March
        5, 2005 and April 5, 2005, the Company borrowed a total of $50,000 from
        Woodlaken, LLC. The notes bear interest at 12% per annum, mature on August
        15,
        2005 and are secured by a lien on all of the Company’s assets. Woodlaken is
        managed by Gary Laskowski, the Company’s Chairman of the Board, and Jonathan
        Betts, a director. Woodlaken holds 150,000 shares of redeemable Series A
        preferred stock and warrants to acquire 300,000 shares of common stock.
        Woodlaken also holds an irrevocable proxy to vote all of the outstanding
        shares
        of redeemable Series A preferred stock.
 
 On
        March
        16, and April 18, 2005, the Company borrowed a total of $175,000 from Jezebel
        Management Corporation. The notes bear interest at 12% per annum, mature
        on
        August 15, 2005 and are secured by a lien on all of the Company’s assets. The
        president of Jezebel is Michael D’Amelio, a director of the Company. Jezebel
        holds 250,000 shares of redeemable Series A preferred stock and warrants
        to
        acquire 500,000 shares of common stock.
 
 On
        March
        31, 2005, the Company borrowed $50,000 from Pinetree (Barbados) Inc. The
        note,
        which is dated April 1, 2005, bears interest at 12% and matures on August
        15,
        2005. Pinetree (Barbados) Inc. holds 1,171,474 of shares of redeemable Series
        A
        preferred stock and holds warrants to acquire 1,171,474 shares of common
        stock.
 
 On
        May
        25, 2005 the Company borrowed $100,000 from the Coady Family LLC. The note
        bears
        interest at 12% per annum and matures on August 15, 2005. The Coady Family
        holds
        200,000 shares of series A preferred stock and a warrant to acquire 400,000
        shares of common stock.
 
 **NOTE
        4 - STOCK COMPENSATION**
 
 The
        Company has a stock option plan for key employees, directors and consultants.
        All option grants are approved by the Board of Directors, which determines
        the
        number of options, the exercise price and the vesting period. Options granted
        under the plan have exercise prices of not less than the fair market value
        of
        the common stock on the grant date. The Company accounts for stock option
        grants
        in accordance with APB Opinion No. 25, *Accounting
        for Stock Issued to Employees* ,
        and,
        accordingly, recognizes no compensation expense for the stock option grants.
        Therefore, the Company has elected the disclosure provisions only of FASB
        Statement No. 123, " *Accounting
        for Stock-Based Compensation* ".
 
 For
        the
        purpose of pro forma disclosures, the estimated fair value of the stock options
        is expensed ratably over the vesting period. As of December 31, 2004 and
        2003,
        all outstanding options and warrants were fully vested and exercisable. No
        options or warrants were issued for the periods ended June 30, 2005 and 2004.
        As
        such, there would have been no additional compensation expense had the Company
        applied the fair value recognition provisions of SFAS No. 123 for the three
        and
        six month periods ended June 30, 2005 and 2004.
 
 6
 In
        December 2004, the FASB issued a revised standard, SFAS No. 123R, "Share-Based
        Payment". SFAS No. 123R requires that a public entity measure the cost of
        equity
        based service awards based on the grant-date fair value of the award. That
        cost
        will be recognized over the period during which an employee is required to
        provide service in exchange for the award or the vesting period. No compensation
        cost is recognized for equity instruments for which employees do not render
        the
        requisite service. A public entity will initially measure the cost of liability
        based service awards based on current fair value. The fair value of those
        awards
        will be re-measured subsequently at each reporting date through the settlement
        date. Changes in fair value during the requisite period will be recognized
        as
        compensation cost over that period. Under a rule adopted by the SEC on April
        14,
        2005, the Company is allowed to implement SFAS No. 123R for its fiscal year
        beginning January 1, 2006. The Company has not yet attempted to evaluate
        the
        likely effects on its financial statements.
  **NOTE
        5 - ISSUANCES OF CAPITAL STOCK**
 
 During
        the six month period ended June 30, 2005, holders exercised 475,000 warrants
        in
        cashless transactions. In connection therewith, the Company issued 303,689
        shares of common stock. Also in 2005, the Company completed a prior year
        transaction by exchanging 80,000 shares of common stock for 80,000 stock
        options.
 
 As
        of
        June 30, 2005, there were 567,835 outstanding options with a weighted average
        exercise price of $1.29 per share and 5,941,894 outstanding warrants with
        a
        weighed average exercise price of $1.10 per share .
 
 In
        January 2005, a preferred stock shareholder converted 50,000 shares of
        redeemable Series A preferred stock to 50,000 shares of common stock. In
        connection with this transaction, the Company recorded a $39,924 loss on
        extinguishment of debt which represented the difference between the carrying
        value of the preferred stock and the fair value of the common stock issued
        on
        the date of the transaction.
 
 In
        May
        2004, the Company entered into an employment agreement with its president
        that
        provides for the grant of 100,000 shares of restricted common stock. The
        restricted shares vest ratably over five years of service. The Company
        recognizes compensation expense over the vesting period. In May 2005, the
        Company issued 20,000 vested shares of common stock to the president in
        accordance with the employment agreement.
 
 On
        April
        4, 2005, the Company issued 50,000 shares of common stock in consideration
        for
        past services.
 
 On
        May
        18, 2005, the Company issued and sold an aggregate of 330,000 shares of common
        stock to Charles Shannon and Mr. Shannon’s counsel, Mark Hardcastle. Mr.
        Shannon, our former Vice President of Sales and a former director, had brought
        a
        lawsuit against the Company in Circuit Court for Charles County, Maryland,
        alleging that he was owed approximately $2,000,000. The shares were issued
        in
        settlement of this claim.
 
 On
        May
        25, 2005, the Company granted an aggregate of 450,000 shares of common stock
        to
        the Company’s President, Peter DeVecchis, Jr., its Chief Financial Officer, Sam
        Occhipinti, and its directors, Jonathan Betts, Michael D’Amelio and Gary
        Laskowski. These shares of common stock were granted in partial consideration
        for each person’s past contributions to the Company and to encourage their
        continued service to the Company.
 
 On
        May
        26, 2005, the Company issued an aggregate of 775,000 shares of common stock
        to
        Anita Ann Poyas, Donald H. Poyas, Michael V. Poyas and Mark J.Hardcastle,
        counsel to Anita, Donald and Michael Poyas. Anita Poyas, the Company’s former
        chief executive officer and a former director, Donald Poyas, the Company’s
        former vice president of procurement and Michael Poyas, a former consultant
        to
        the Company, brought a lawsuit against the Company alleging they were owed
        in
        the aggregate approximately $3,000,000. The shares were issued in settlement
        of
        this claim. The Company recorded additional expense of approximately $293,000
        relating to this matter in 2005.
 
 On
        May
        26, 2005, The Company issued an aggregate of 105,000 shares of common stock
        to
        James T. Kirk, John R. Mikach and Barry DeGroot, designess of Homewood Products
        Corporation, in settlement of amounts owed by the Company to Homewood pursuant
        to a manufacturing agreement between the Company and Homewood dated August
        25,
        2003.
 
 On
        June
        2, 2005, the Company issued 7,800 shares of common stock to Robert Kaper
        and
        10,000 shares of common stock to Investor Awareness, Inc. These shares were
        issued in settlement of indebtedness arising from services rendered to the
        Company by Mr. Kaper and Investor Awareness, Inc.
 
 On
        June
        27, 2005, the Company issued 15,000 shares of common stock to Hugh Murray.
        These
        shares were issued in settlement of indebtedness from services rendered to
        the
        Company by Mr. Murray.
 
 In
        the
        aggregate, 15,162 shares of common stock were also issued during the six
        months
        ended June 30, 2005 for prior services.
 
 7
 None
        of
        the shares referred to above were issued for cash. Expense of $810,397
        (including $573,061 of noncash compensation) related thereto was recognized
        during the six months ended June 30, 2005. Expense was based on the fair
        value
        of the shares issued.
 
 **NOTE
        6 - CONCENTRATION OF RISK**
 
 Customers:
 
 Two
        customers accounted for 41% and 22%, respectively, of sales for the three
        months
        ended June 30, 2005. Two customers accounted for 51% and 25%, respectively,
        of
        sales for the six months ended June 30, 2005.
 
 Supplier:
 
 Presently
        the Company has one manufacturer for a principal component of its marine
        propulsion systems. If the supplier were to become unwilling or unable to
        continue fulfilling the Company’s orders, it could have a materially adverse
        effect on the Company’s financial position.
  **NOTE
        7 - SUBSEQUENT EVENTS**
 
 On
        July
        8, 2005, the Company borrowed $75,000 from Jezebel Management Corporation.
        The
        note bears interest at 12% per annum, matures on August 15, 2005 and is secured
        by a lien on all of the Company’s assets. The president of Jezebel is Michael D’
        Amelio, a director of the Company. Jezebel holds 250,000 shares of redeemable
        Series A preferred stock and warrants to acquire 500,000 shares of common
        stock.
 
 On
        July
        14, 2005, the Company and Woodlaken, LLC, Jezebel Management Corporation,
        Pinetree (Barbados), Inc. and Coady Family LLC entered into an agreement
        to
        amend the promissory notes in the aggregate principal amount of $375,000
        issued
        by the Company between March 7, 2005 and May 25, 2005 to extend the maturity
        date of the notes from July 15, 2005 to August 15, 2005.
 
 On
        August
        5, 2005 and August 9, 2005, the Company issued and sold an aggregate of 518,016
        shares of Series B preferred stock to its legal counsel, Davis & Gilbert
        LLP, and Medusa Management LLC in settlement of amounts owed by the Company. ** Each
        share of the Series B preferred stock may be converted at any time, at the
        option of the holder, into the number of fully paid and nonassessable shares
        of
        common stock determined by multiplying the number of shares of Series B
        preferred stock being converted by the quotient obtained by dividing (x)
        the
        stated value per share of Series B preferred stock by (y) the current market
        price of the common stock. The stated value of the Series B preferred stock
        is
        $1.00 per share. The current market price per share of common stock at any
        date
        means (i) if the common stock is not registered under the Securities Exchange
        Act of 1934, as amended (the “Exchange Act”) (A) the value of the common stock,
        determined in good faith by the board of directors and certified in a board
        resolution, based on the most recently completed arm’s length transaction
        between the Company and a person other than an affiliate or between any two
        such
        persons and the closing of which occurs on such date or shall have occurred
        within the six-month period preceding such date, or (B) if no such transaction
        shall have occurred on such date or within such six-month period, the value
        of
        the common stock as determined in good faith by resolution of the board of
        directors, based on the best information available, or (ii) if the common
        stock
        is registered under the Exchange Act, the average of the daily closing bid
        prices of the common stock for each trading day during the period commencing
        5
        trading days before such date and ending on the date one day prior to such
        date,
        or if the security has been registered under the Exchange Act for less than
        5
        consecutive trading days before such date, the average of the daily closing
        bid
        prices (or such equivalent) for all of the trading days before such date
        for
        which daily closing bid prices are available. If the closing bid price is
        not
        determinable for at least 3 trading days in such period the current market
        price
        will be determined as if the common stock was not registered under the Exchange
        Act.  Except as to matters on which the holders of the Series B preferred
        stock may otherwise be entitled to vote as a matter of law, no holder of
        Series
        B preferred stock is entitled to vote for any matter. The holders of the
        Series
        B preferred stock are not entitled to receive dividends.
 
 **NOTE
        8 - FINANCING AND BENEFICIAL CONVERSION**
 
 On
        May
        13, 2004, the Company completed a financing through the sale of preferred
        shares. As the preferred is redeemable at the option of the holder, it has
        been
        treated as mandatorily redeemable preferred stock as required under Financial
        Accounting Standards Board Statement 150 - Accounting for Certain Financial
        Instruments and Characteristics of both Liabilities and Equity. Such accounting
        treats the preferred stock as if it were debt. Further, as the preferred
        stock
        was issued with warrants attached, the proceeds were allocated between the
        preferred stock and warrants based on the estimated value of the underlying
        instruments as required by Accounting Principles Board Opinion 14- Accounting
        for Convertible Debt and Debt Issued with Stock Purchase Warrants. Further,
        as
        the conversion price of the preferred stock of $1.00 per share was less than
        the
        closing price of the common stock on May 13, 2004, there was a “beneficial
        conversion” feature that was accounted for as required by Emerging Issues
        Task Force Consensi 98-5 and 00-27. As the intrinsic value of the beneficial
        conversion feature of the preferred stock exceeded the amount attributed
        to the
        preferred stock and such preferred stock is convertible immediately, the
        beneficial conversion feature was recorded as interest expense of $1,188,107
        with a corresponding credit to Additional Paid-in-Capital. Net proceeds relating
        to the above financing were $1,610,815.
 
 8
 **NOTE
        9 - GOING CONCERN**
 
 The
        accompanying financial statements have been prepared assuming that the Company
        will continue as a going concern. The Company has incurred significant operating
        losses and used cash in its operating activities for several years. For the
        first six months of 2005, the Company had a net loss of $3,333,764 and used
        cash
        of $625,027 in operating activities. As of June 30, 2005, the Company has
        a
        working capital deficiency of $1,464,909 and a deficiency in assets of
        $4,992,275. These conditions raise substantial doubts about the Company’s
        ability to continue as a going concern.
 
 Management
        is continuing to implement its business plan and has begun to sell the Company’s
        marine propulsion systems. Additionally, management is actively seeking
        additional sources of capital. There can be no assurance that management
        can
        successfully implement its business plan or raise sufficient capital. Without
        sufficient additional capital or long term debt and ultimately profitable
        operating results the Company will not be able to continue as a going concern.
        The accompanying financial statements do not include any adjustments relating
        to
        the recoverability and classification of asset carrying amounts or the amounts
        and classification of liabilities that may result from the outcome of this
        uncertainty.
 
  9
 
 **ITEM 2.**
              **MANAGEMENT’S
                  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF**
                **OPERATIONS**
 
 ***The
        following discussion and analysis of our financial condition and results
        of
        operations for the quarters ended June 30, 2005 and 2004 should be read in
        conjunction with our financial statements included elsewhere in this Quarterly
        Report.***
 
 **Overview**
 
 We
        develop and sell electric propulsion systems primarily for the marine industry.
        These systems utilize our proprietary technology, including our patented
        Electric Wheel. In addition, we believe that our technology will have additional
        applications in the transportation, industrial and commercial sectors. We
        will
        continue to target areas for strategic growth.
 
 We
        have
        historically generated limited operating revenues. We intend to expand
        operations through the continued development of OEM accounts, our dealer
        network
        and the addition of new products. In order for us to market our existing
        products successfully on a national and international level, we will likely
        be
        required to successfully complete public or private offerings of our equity
        securities. If we are unable to obtain necessary financing, we will expand
        our
        operations only as cash flow allows.
 
 Our
        goal
        is to increase revenue significantly, generate enough cash to finance our
        operations and growth and, eventually, become profitable. We currently do
        not
        generate enough cash from operations to continue operations indefinitely.
        Our
        ability to continue is dependent on either raising significant capital or
        increasing revenue, or both. If we are unable to raise such capital and unable
        to increase revenue significantly, we will likely not be able to generate
        enough
        cash to continue operations. As a result, we would have to seek alternative
        opportunities, such as selling our assets or seeking a merger partner or
        other
        business combination; otherwise we may default on our debt obligations and
        lose
        our assets to our creditors.
 
 In
        February 2004, we issued 35,000 shares of preferred stock and warrants to
        purchase 35,000 shares of common stock to five investors for $140,000. On
        April
        15, 2004, the five investors from the February 2004 private placement
        unanimously consented to an amendment to the existing Series A convertible
        preferred stock designation and, in return, exchanged their investment in
        the
        February 2004 private placement for an aggregate of 140,000 shares of redeemable
        Series A preferred stock and 280,000 warrants. In May 2004, we completed
        a
        private placement of our redeemable Series A preferred stock, a mandatorily
        redeemable, convertible preferred stock, and warrants to purchase common
        stock,
        raising gross proceeds from the offering of $1,745,000, before deducting
        placement agent fees and costs. On November 5, 2004, we sold an aggregate
        of
        390,000 shares of redeemable Series A preferred stock and warrants to purchase
        an aggregate of 780,000 shares of common stock to five investors for $1.00
        per
        unit in the initial closing of a second private placement of our redeemable
        Series A preferred stock and warrants. We sold an aggregate of an additional
        225,000 shares of redeemable Series A preferred stock and warrants to purchase
        an additional 450,000 shares of common stock to two investors in a second
        closing of the private placement on December 23, 2004.
 
 We
        used a
        portion of the net proceeds of the November and December 2004 private placement
        to expand our marketing program and to meet our inventory needs. We believe
        that
        we can increase our revenue over the next two years by establishing a stronger
        sales presence to OEMs and commercial marine boat builders and by increasing
        substantially the number of retrofit sales, which we intend to accomplish
        primarily through distributors and commission only sales representatives.
        We
        also plan to pursue other commercial sectors that would benefit from our
        proprietary property and patents.
 
 We
        borrowed $450,000 in short-term debt financing from four of our principal
        stockholders in March, April, May and July 2005. These notes are secured
        by a
        lien on all of our tangible and intangible assets. We have been authorized
        by
        the board to obtain an additional $50,000 of short-term debt
        financing.
 
 Between
        May 15, 2005 and June 27, 2005, we issued an aggregate of 1,245,441 shares
        of
        our common stock in settlement of certain obligations, pending litigation
        and
        other claims.
 
 We
        expect
        to seek additional capital through the sale of debt and/or equity securities
        in
        the third quarter of 2005 in order to fund our operating capital needs.
 
 **Results
        of Operations**
 
 The
        following should be read in conjunction with our financial statements and
        the
        related notes thereto included elsewhere herein.
 
 10
 ***Three
        Months Ended June 30, 2005 Compared With Three Months Ended June 30,
        2004***
 
 For
        the
        three months ended June 30, 2005 we generated revenues of $37,908 as compared
        to
        $7,637 for the three months ended June 30, 2004, an increase of $30,271.
        Cost of
        goods sold for the three months ended June 30, 2005 was $26,897 generating
        a
        gross margin of $11,011. Cost of products sold for the three months ended
        June
        30, 2004 was $41,568 generating a gross margin loss of $33,931. The
        marked
        increase in our margin was due to reduced warranty repair obligations associated
        with current revenue in the quarter.
 
 Salaries
        and benefits for the three months ended June 30, 2005 were $76,477 compared
        to
        $86,427 for the three months ended June 30, 2004, a decrease of $9,950, or
        12%.
        This decrease was due primarily to a reduction in staff levels during the
        first
        half of 2005. We expect salaries and benefits to remain constant in the second
        half of 2005.
 
 Noncash
        compensation **** for
        the
        three months ended June 30, 2005 was $573,061 compared to $962,000 for the
        three
        months ended June 30, 2004. Noncash compensation paid in 2005 consisted of
        common stock issued to consultants, employees and directors for services
        rendered. We expect to issue stock in lieu of cash compensation in future
        quarters if necessary to preserve operating capital.
 
 Professional
        fees for the three months ended June 30, 2005 were $180,327 as compared to
        $70,435 for the three months ended June 30, 2004, an increase of $109,892,
        or
        156%. This increase is due primarily to costs associated with reporting to
        the
        SEC and our successful efforts to resolve disputes with several former
        employees.
 
 Advertising
        expense for the three months ended June 30, 2005 was $3,240 as compared to
        $36,932 for the three months ended June 30, 2004, a decrease of $33,692,
        or 91%.
        The decrease in advertising expense was due to a reduction in our marketing
        personnel as well as a reduction in trade show attendance and publications.
 
 Travel
        and entertainment costs for the three months ended June 30, 2005 were $16,824
        as
        compared to $32,084 for the three months ended June 30, 2004, a decrease
        of
        $15,260, or 48%. The decrease in travel and entertainment costs was due
        primarily to a reduced presence at trade shows **** and
        travel by a new full time sales manager who worked to expand our distribution.
 
 Rent
        for
        the three months ended June 30, 2004 was $8,233 as compared to $7,992 for
        the
        three months ended June 30, 2004 an increase of $241, or 3%. The increase
        resulted from an increase in our monthly rent based on lease provisions.
 
 Other
        general and administrative costs for the three months ended June 30, 2005
        were
        $264,505 as compared to $193,192 for the three months ended June 30, 2004,
        an
        increase of $71,313, or 37%. These costs primarily consisted of depreciation,
        amortization of intangibles, insurance, office supplies and equipment, and
        printing. The increase reflected a write down of certain intellectual property,
        and staffing levels that were higher than in the first half of 2004. We expect
        our general and administrative costs to remain stable in the second half
        of
        2005.
  We
          incurred interest expense of $802,323 for the second quarter of 2005. Interest
          expense incurred for the three months ended June 30, 2004 was $1,430,901.
          Included in interest expense is accretion of $792,403 in the second quarter
          of
          2005 compared to $179,922 in the comparable quarter of 2004. Also, the
          second
          quarter of 2004 includes beneficial conversion feature interest of $1,188,107;
          there was no beneficial conversion feature interest in 2005.
 
 We
        reported a net loss for the three months ended June 30, 2005 of $1,913,979.
        Our
        net loss for the three months ended June 30, 2004 was $2,853,894.
 
 ***Six
        Months Ended June 30, 2005 Compared with Six Months Ended June 30,
        2004***
 
 For
        the
        six months ended June 30, 2005 we generated revenues of $63,073 as compared
        to
        $63,705 for the comparable period ended in 2004. Cost of goods sold for the
        six
        months ended June 30, 2005 was $80,171 generating a loss of $17,098. Cost
        of
        products sold for the six months ended June 30, 2004 was $68,942 generating
        a
        loss of $5,237. The decrease in our margin was due to returns and allowances
        to
        support changes and upgrades for previously shipped products.
 
 Salaries
        and benefits for the six months ended June 30, 2005 were $252,101 compared
        to
        $212,736 for the six months ended June 30, 2004, an increase of $39,365,
        or 19%.
        This increase was due primarily to an increase in personnel and the payment
        of a
        greater proportion of employee compensation in cash in the first six months
        of
        2005 rather than stock as in the first six month of 2004.
 
 Noncash
        compensation for the six months ended June 30, 2005 was $573,061 compared
        to
        $1,004,000 for the six months ended June 30, 2004. Noncash compensation paid
        in
        2005 consisted of common stock issued to consultants, employees and directors
        for services rendered. We expect to issue stock in lieu of cash compensation
        in
        future quarters if necessary to preserve operating capital.
 
 11
 Professional
        fees for the six months ended June 30, 2005 were $389,839 as compared to
        $110,815 for the six months ended June 30, 2004, an increase of $279,024
        or
        252%. This increase was due primarily to costs associated with reporting
        to the
        SEC and our successful efforts to resolve disputes with several former
        employees.
 
 Advertising
        expense for the six months ended June 30, 2005 was $13,581 as compared to
        $64,420 for the six months ended June 30, 2004, a decrease of $50,839, or
        79%.
        The decrease in advertising expense was due to a reduction in our marketing
        personnel as well as a reduction in trade show attendance and publications.
 
 Travel
        and entertainment costs for the six months ended June 30, 2005 were $77,970
        as
        compared to $43,922 for the six months ended June 30, 2004, an increase of
        $34,048, or 78%. The increase in travel and entertainment costs was due
        primarily to travel by a new full time sales manager who worked to expand
        our
        distribution and trade show attendance in the first quarter of 2005.
 
 Rent
        for
        the six months ended June 30, 2005 was $16,353 as compared to $24,128 for
        the
        six months ended June 30, 2004, a decrease of $7,775, or 32%. The decrease
        resulted from the closing of our Benedict, Maryland sales office in February
        2004. In the fourth quarter of 2004, we issued warrants to purchase 10,000
        shares of our common stock at a price of $4.00 per share to Charles County
        EDC,
        the owner of the leased premises, in connection with the termination of the
        lease.
 
 Other
        general and administrative costs for the six months ended June 30, 2005 were
        $498,252 as compared to $258,413 for the six months ended June 30, 2004,
        an
        increase of 239,839, or 93%. These costs primarily consisted of depreciation,
        amortization of intangibles, insurance, office supplies and equipment, and
        printing. The increase reflected the purchase of materials required to attend
        trade shows, a write down of certain intellectual property, and staffing
        levels
        that were higher than in the first half of 2004. Further in 2005, we recognized
        a loss of $52,924 in connection with the conversion of 50,000 shares of
        redeemable series A preferred stock for 50,000 shares of common stock. We
        expect
        our general and administrative costs to remain stable in the second half
        of
        2005.
  We
          incurred interest expense of $1,455,585 for the six months ended June 30,
          2005.
          Interest expense incurred for the six months ended June 30, 2004 was $1,594,944.
          Included in interest expense is accretion of $1,444,070 for the six months
          ended
          June 30, 2005 compared to $179,922 in the comparable period of 2004. Also,
          the
          six months ended June 30, 2004 includes beneficial conversion feature interest
          of $1,188,107; there was no beneficial conversion feature interest in
          2005.
 
 We
        reported a net loss for the six months ended June 30, 2005 of $3,333,764.
        Our
        net loss for the six months ended June 30, 2004 was $3,318,615.
 
 **Liquidity
        and Capital Resources**
 
 Our
        available cash balance at June 30, 2005 was approximately $2,305 and is
        approximately $25,989 at July 15, 2005. From January 1, 2003 through December
        31, 2004, we raised an aggregate of approximately $2,069,250 in capital,
        net of
        transaction costs, through the sale of our securities in private placements
        made
        in accordance with Rule 506 under the Securities Act of 1933. In addition,
        we
        borrowed $450,000 in short-term debt financing from four of our principal
        stockholders between March and July 2005. These notes are secured by a lien
        on
        all of our tangible and intangible assets. We have been authorized by the
        board
        to obtain an additional $50,000 of short-term debt financing. We expect to
        seek
        additional capital through the sale of debt and/or equity securities in the
        second half of 2005 in order to fund our operating capital needs, although
        we
        cannot assure you that we will be able to obtain any of such additional capital.
 
 During
        the three months ended June 30, 2005, we used net cash of $617,267 for
        operations. This consisted of a net loss of $3,283,629 offset by a net decrease
        in our operating assets of $60,782, amortization, depreciation and other
        non-cash expenses of $1,350,152, accretion on mandatorily redeemable preferred
        stock of $1,401,494, decreases in our liabilities consisting of accounts
        payable
        and accrued expenses of $146,156. Additionally, we had net cash flows from
        financing activities of $370,548 consisting primarily of proceeds from notes
        payable.
 
 We
        presently do not have any plans to purchase a new facility or significant
        new
        equipment, except that we are negotiating with a customer to lease the
        customer’s boat for use as a demonstration platform.
 
 We
        have
        incurred significant operating losses and used cash in our operating activities
        for several consecutive years. As of June 30, 2005 we have deficiencies in
        both
        working capital and net assets. These conditions raise substantial doubt
        about
        our ability to continue as a going concern. In the past we have been able
        to
        obtain financing to fund our losses. Our ability to continue is dependent
        on
        obtaining additional long-term financing and ultimately achieving profitable
        operating results. To date we have not been able to establish acceptable
        sales
        levels. We are currently seeking additional financing to fund operations
        to
        achieve acceptable sales levels.
 
 12
 **Off-Balance
        Sheet Arrangements**
 
 Under
        an
        agreement with Homewood Products Corporation, the supplier of our electric
        motors, that expired on December 31, 2004, we were required to purchase at
        least
        100 electric motors during 2004. As we purchased only 25 electric motors
        in
        2004, we were obligated to pay Homewood on or before January 1, 2005 an amount
        equal to the average purchase price for all motors actually purchased by
        us
        multiplied by the motors not purchased by us up to 100, or an aggregate of
        $466,200 for the 75 motors we did not purchase. We settled this obligation
        in
        the quarter ended June 30, 2005 through the issuance of 105,000 shares of
        common
        stock to three designees of Homewood.
 
 Except
        as
        set forth above, we have no off-balance sheet arrangements that have or are
        reasonably likely to have a current or future material effect on us.
 
 **Special
        Note Regarding Forward-Looking Statements**
 
 This
        Quarterly Report contains “forward-looking statements,” which include
        information relating to future events, future financial performance, strategies,
        expectations, competitive environment, regulation and availability of resources.
        These forward-looking statements include, without limitation, statements
        regarding
 
 Special
        Note Regarding Forward-Looking Statements
 
 This
        Quarterly Report contains “forward-looking statements,” which include
        information relating to future events, future financial performance, strategies,
        expectations, competitive environment, regulation and availability of resources.
        These forward-looking statements include, without limitation, statements
        regarding
 
 •
              expectations
                  as to market acceptance of our
                  products,
 
 •
              expectations
                  as to revenue growth and earnings,
 
 •
              the
                  time by which certain objectives will be
                  achieved,
 
 •
              proposed
                  new products,
 
 •
              our
                  ability to protect our proprietary and intellectual property
                  rights,
 
 •
              statements
                  concerning projections, predictions, expectations, estimates or
                  forecasts
                  as to our business, financial and operational results and future
                  economic
                  performance, and
 
 •
              statements
                  of management’s goals and objectives and other similar expressions
                  concerning matters that are not historical
                  facts.
 
 Words
        such as
“may,”“should,”“could,”“would,”“predicts,”“potential,”“continue,”“expects,”“anticipates,”“future,”“intends,”“plans,”“believes,”“estimates”
        and similar expressions, as well as statements in future tense, identify
        forward-looking statements.
 
 Forward-looking
        statements should not be read as a guarantee of future performance or results,
        and will not necessarily be accurate indications of the times at, or by which,
        such performance or results will be achieved. Forward-looking information
        is
        based on information available at the time and/or management’s good faith belief
        with respect to future events, and is subject to risks and uncertainties
        that
        could cause actual performance or results to differ materially from those
        expressed in the statements. Important factors that could cause such differences
        include, but are not limited to
 
 •
              industry
                  competition, conditions, performance and
                  consolidation,
 
 •
              legislative
                  and/or regulatory developments,
 
 •
              the
                  effects of adverse general economic conditions, both within the
                  United
                  States and globally,
 
 •
              any
                  adverse economic or operational repercussions from recent terrorist
                  activities, any government response thereto and any future terrorist
                  activities, war or other armed conflicts,
                  and
 
 •
              other
                  factors described in the “Risk Factors” contained in Exhibit 99.1 to our
                  Annual Report on Form 10-KSB for the year ended December 31,
                  2004.
 
 13
 Forward-looking
        statements speak only as of the date the statements are made. We assume no
        obligation to update forward-looking statements to reflect actual results,
        changes in assumptions or changes in other factors affecting forward-looking
        information except to the extent required by applicable securities laws.
        If we
        update one or more forward-looking statements, no inference should be drawn
        that
        we will make additional updates with respect thereto or with respect to other
        forward-looking statements.
 
 
 **ITEM 3.**
              **Controls
                  and Procedures**
 
 We
        performed an evaluation under the supervision and with the participation
        of our
        management, including our chief executive officer and chief financial officer,
        of the effectiveness of our disclosure controls and procedures (as defined
        in
        Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934,
        as
        amended) as of June 30, 2005. A control system, no matter how well designed
        and
        operated, can provide only reasonable, not absolute, assurance that it will
        detect or uncover failures within our company to disclose material information
        otherwise required to be set forth in our periodic reports. Following the
        evaluation described above, our management, including our chief executive
        officer and chief financial officer, concluded that based on the evaluation
        our
        disclosure controls and procedures were operating at the reasonable
        effectiveness level at that time.
 
 There
        has
        been no change in our internal control over financial reporting (as defined
        in
        Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934,
        as
        amended) that occurred in the quarter ended June 30, 2005, that has materially
        affected, or is reasonably likely to materially affect, our internal control
        over financial reporting.
 
 14
 
 **PART
        II. OTHER INFORMATION**
  **ITEM 1.**
              **Legal
                  Proceedings**
 
 In
        March
        2004, Ann Poyas, our former chief operating officer and a former director,
        her
        husband, Donald Poyas, our former Vice President of Procurement, and their
        son,
        Michael Poyas, a former consultant for our company, brought a lawsuit against
        us
        in the Circuit Court for Charles County, Maryland, alleging that they were
        owed
        in the aggregate approximately $3,000,000. On May 26, 2005, we entered into
        an
        agreement with Ann, Don and Michael Poyas settling the litigation in exchange
        for our issuance of an aggregate of 775,000 shares of our common stock to
        them
        and their attorney.
 
 In
        July
        2004, Charles Shannon, our former Vice President of Sales and a former director,
        brought a lawsuit against us in the Circuit Court for Charles County, Maryland,
        alleging that he is owed approximately $2,000,000. On May 18, 2005, we entered
        into an agreement with Mr. Shannon settling the litigation in exchange for
        our
        issuance of an aggregate of 330,000 shares of our common stock to him and
        his
        attorney.
 
 **ITEM 2.**
              **Unregistered
                  Sales of Equity Securities and Use of Proceeds**
 
 **(a)
        Recent Sales of Unregistered Securities**
 
 We
        issued
        50,000 shares of common stock to two investors in consideration for past
        services on April 4, 2005.
 
 On
        May
        18, 2005, we issued and sold an aggregate of 330,000 shares of common stock
        to
        Charles Shannon and Mr. Shannon’s counsel, Mark J. Hardcastle. The shares were
        issued in settlement of a legal claim brought against us by Mr. Shannon.
 
 On
        May
        25, 2005, we granted an aggregate of 450,000 shares of common stock to our
        president, Peter W. DeVecchis, Jr., our chief financial officer, Sam Occhipinti,
        and our directors, Jonathan Betts, Michael D’Amelio and Gary M. Laskowski. These
        shares of common stock were granted in partial consideration for each person’s
        past contributions to the Company and to encourage their continued service
        to
        the Company.
 
 On
        May
        26, 2005, we issued and sold an aggregate of 105,000 shares of common stock
        to
        James T. Kirk, John R. Mikach and Barry DeGroot, designees of Homewood Products
        Corporation, in settlement of amounts owed by us to Homewood pursuant to
        a
        manufacturing agreement between the Company and Homewood dated August 25,
        2003.
  On
        May
        26, 2005, we issued and sold an aggregate of 775,000 shares of common stock
        to
        Anita Ann Poyas, Donald H. Poyas, Michael V. Poyas and Mark J. Hardcastle,
        counsel to Anita, Donald and Michael Poyas. The shares were issued in settlement
        of a legal claim brought against us by Anita, Donald and Michael Poyas.
 
 On
        June
        2, 2005, we issued and sold 7,800 shares of common stock to Robert Kaper
        and
        10,000 shares of common stock to Investor Awareness, Inc. These shares were
        issued in settlement of indebtedness arising from services rendered to us
        by Mr.
        Kaper and Investor Awareness, Inc.
 
 On
        June
        27, 2005, we issued and sold 15,000 shares of common stock to Hugh Murray.
        These
        shares were issued in settlement of indebtedness arising from services rendered
        to us by Mr. Murray.
 
 The
        recipients of securities in each such transaction represented their intention
        to
        acquire the securities for investment only and not with a view to or for
        sale in
        connection with any distribution thereof and appropriate legends were affixed
        to
        the share certificates and other instruments issued in such transactions.
        The
        sales of these securities were made without general solicitation or advertising.
        All of the foregoing securities are deemed restricted securities for the
        purposes of the Securities Act.
 
 **(b)
        Use of Proceeds**
 
 Not
        applicable.
 
 **(c)
        Repurchase of Securities**
 
 We
        did
        not repurchase any shares of our common stock during the second quarter of
        2005.
 
 15
 
 **ITEM 6.**
              **Exhibits**
 **Exhibit No.**
                
                **Description**10.1
                
                Note
                    Extension Agreement dated July 14, 2005, among the Registrant,
                    Woodlaken,
                    LLC, Jezebel Management Corporation, Pinetree (Barbados), Inc.
                    and Coady
                    Family LLC (incorporated by reference to Exhibit 10.44 to the
                    Registrant's
                    registration statement on Form SB-2, SEC File No.
                    333-125727).10.2
                
                Senior
                    Secured Promissory Note issued to Jezebel Management Corporation
                    dated
                    July 8, 2005 (incorporated by reference to Exhibit 10.45 to the
                    Registrant's registration statement on Form SB-2, SEC File No.
                    333-125727).31.1
                
                Certification
                    by President pursuant to Section 302 of the Sarbanes-Oxley Act
                    of
                    2002.31.2
                
                Certification
                    by Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley
                    Act of 2002.32.1
                
                Certification
                    by President pursuant to Section 906 of the Sarbanes-Oxley Act
                    of
                    2002.32.2
                
                Certification
                    by Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley
                    Act of 2002.
  16
  **SIGNATURES**
 
 In
        accordance with Section 13 or 15(d) of the Securities and Exchange Act of
        1934,
        as amended, Solomon Technologies, Inc. has duly caused this report to be
        signed
        on its behalf by the undersigned thereunto duly authorized.
 
 Dated:
        August 15, 2005
 
 
 **SOLOMON
        TECHNOLOGIES, INC.**
 
 
 
 By:         /s/
        Peter W. DeVecchis,
        Jr.
 Peter
        W.
        DeVecchis, Jr.
 President
 (principal
        executive officer)
 
 
 
 By:         /s/
        Samuel F.
        Occhipinti
 Samuel
        F.
        Occhipinti
 Chief
        Financial Officer
 (principal
        financial and accounting officer)
   17