**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**WASHINGTON,
      D.C. 20549**




**FORM
      10-Q**




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




For
      the
      quarterly period ended March 31, 2007





**OR**





o
            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: 1-7525





**THE
      GOLDFIELD CORPORATION**


*(Exact
      Name of Registrant as Specified in Its Charter)*










**Delaware**
            **88-0031580***(State
                or other Jurisdiction of Incorporation or
                Organization)*
            *(I.R.S.
                Employer Identification No.)*







**1684
      West Hibiscus Blvd., Melbourne, Florida, 32901**


*(Address
      of Principal Executive Offices)(Zip Code)*










**(321)
      724-1700**


*(Registrant’s
      Telephone Number, Including Area Code)*










**Not
      Applicable**


*(Former
      Name, Former Address and Former Fiscal Year, if Changed Since Last
      Report)*





Indicate
      by check mark whether the registrant: (1) has filed all reports required to
      be
      filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
      the
      preceding 12 months (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 þ No o





Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, or a non-accelerated filer. See definition of “accelerated
      filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check
      one):




Large
      accelerated filer o Accelerated
      filer o Non-accelerated
      filer þ





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).




Yes o No þ





As
      of May
      7, 2007, 25,451,354 shares of the Registrant’s Common Stock were
      outstanding.















**THE
      GOLDFIELD CORPORATION AND SUBSIDIARIES**





QUARTERLY
      REPORT ON FORM 10-Q


FOR
      THE
      QUARTER ENDED MARCH 31, 2007




INDEX





PART
                I.
            FINANCIAL
                INFORMATION
            
            3Item
                1.
            Financial
                Statements
            
            3Consolidated
                Balance Sheets
            
            3Consolidated
                Statements of Operations
            
            4Consolidated
                Statements of Cash Flows
            
            5Notes
                to Consolidated Financial Statements
            
            6Item
                2.
            Management’s
                Discussion and Analysis of Financial Condition and Results of
                Operations
            
            13Item
                3.
            Quantitative
                and Qualitative Disclosures About Market Risk.
            
            21Item
                4T.
            Controls
                and Procedures.
            
            21PART
                II.
            OTHER
                INFORMATION
            
            22Item
                1.
            Legal
                Proceedings
            
            22Item
                1A.
            Risk
                Factors
            
            22Item
                2.
            Unregistered
                Sales of Equity Securities and Use of Proceeds
            
            22Item
                6.
            Exhibits
            
            23SIGNATURES
            
            24




2


**PART
      I. FINANCIAL INFORMATION**




**** **Item
      1. Financial Statements**




**THE
      GOLDFIELD CORPORATION AND SUBSIDIARIES**


**CONSOLIDATED
      BALANCE SHEETS**


**(Unaudited)**
 March
                  31,
              
              December
                  31,2007
              
              2006ASSETSCurrent
                  assetsCash
                  and cash equivalents
              
              $
              5,493,886
              
              $
              6,801,600Accounts
                  receivable and accrued billings
              
              
              5,515,326
              
              
              4,908,511Contracts
                  receivable (Note 2)
              
              
              12,778,842
              
              
              10,623,909Remediation
                  insurance receivable (Note 5)
              
              
              273,349
              
              
              329,888Current
                  portion of notes receivable
              
              
              38,529
              
              
              41,453Construction
                  inventory (Note 3)
              
              
              62,774
              
              
              216,989Real
                  estate inventories (Note 3)
              
              
              600,220
              
              
              801,411Costs
                  and estimated earnings in excess ofbillings
                  on uncompleted contracts
              
              
              2,740,847
              
              
              2,358,738Deferred
                  income taxes (Note 8)
              
              
              240,950
              
              
              263,400Income
                  taxes recoverable
              
              
              465,169
              
              
              309,922Residential
                  properties under construction (Note 4)
              
              
              5,055,555
              
              
              3,784,165Prepaid
                  expenses
              
              
              1,041,929
              
              
              431,441Other
                  current assets
              
              
              149,470
              
              
              17,614Total
                  current assets
              
              
              34,456,846
              
              
              30,889,041Property,
                  buildings and equipment, at cost, net of depreciationof
                  $13,548,417 as of March 31, 2007 and$13,715,313
                  as of December 31, 2006
              
              
              11,049,528
              
              
              9,465,378Notes
                  receivable, less current portion
              
              
              389,975
              
              
              407,409Deferred
                  charges and other assetsLand
                  and land development costs (Note 4)
              
              
              710,495
              
              
              710,495Cash
                  surrender value of life insurance
              
              
              318,022
              
              
              321,724Other
                  assets
              
              
              502,345
              
              
              110,129Total
                  deferred charges and other assets
              
              
              1,530,862
              
              
              1,142,348Total
                  assets
              
              $
              47,427,211
              
              $
              41,904,176LIABILITIES
                  AND STOCKHOLDERS' EQUITYCurrent
                  liabilitiesAccounts
                  payable and accrued liabilities
              
              $
              5,489,490
              
              $
              5,359,893Billings
                  in excess of costs and estimatedearnings
                  on uncompleted contracts
              
              
              -
              
              
              24,444Notes
                  payable (Note 6)
              
              
              12,935,727
              
              
              8,663,768Capital
                  leases, due within one year (Note 6)
              
              
              323,532
              
              
              317,160Current
                  liabilities of discontinued operations (Note 5)
              
              
              166,411
              
              
              208,221Total
                  current liabilities
              
              
              18,915,160
              
              
              14,573,486Deferred
                  income taxes (Note 8)
              
              
              861,400
              
              
              861,400Other
                  accrued liabilities
              
              
              23,178
              
              
              20,821Notes
                  payable, less current portion (Note 6)
              
              
              2,817,072
              
              
              1,207,745Capital
                  leases, less current portion (Note 6)
              
              
              811,664
              
              
              894,976Total
                  liabilities
              
              
              23,428,474
              
              
              17,558,428Commitments
                  and contingencies (Notes 6 and 7)Stockholders'
                  equityCommon
                  stock, $.10 par value per share, 40,000,000shares
                  authorized; 27,813,772 shares issued
              
              
              2,781,377
              
              
              2,781,377Capital
                  surplus
              
              
              18,481,683
              
              
              18,481,683Retained
                  earnings
              
              
              4,043,864
              
              
              4,390,875Treasury
                  stock, 2,362,418 shares, at cost
              
              
              (1,308,187
              )
              
              (1,308,187
              )Total
                  stockholders' equity
              
              
              23,998,737
              
              
              24,345,748Total
                  liabilities and stockholders' equity
              
              $
              47,427,211
              
              $
              41,904,176


See
        accompanying notes to consolidated financial statements


3




**THE
        GOLDFIELD CORPORATION AND SUBSIDIARIES**


**CONSOLIDATED
      STATEMENTS OF OPERATIONS**


**(Unaudited)**


Three
                  Months EndedMarch
                  31,2007
              
              2006RevenueElectrical
                  construction
              
              $
              7,354,043
              
              $
              10,492,005Real
                  estate development
              
              
              2,454,432
              
              
              3,502,947Total
                  revenue
              
              
              9,808,475
              
              
              13,994,952Costs
                  and expensesElectrical
                  construction
              
              
              6,801,704
              
              
              8,123,209Real
                  estate development
              
              
              1,693,925
              
              
              2,321,429Depreciation
              
              
              742,347
              
              
              599,291Selling,
                  general and administrative
              
              
              1,050,971
              
              
              1,098,355Gain
                  on sale of assets
              
              
              (8,857
              )
              
              (18,310
              )Total
                  costs and expenses
              
              
              10,280,090
              
              
              12,123,974Total
                  operating income (loss)
              
              
              (471,615
              )
              
              1,870,978Other
                  income (expense), netInterest
                  income
              
              
              61,332
              
              
              24,712Interest
                  expense, net
              
              
              (79,645
              )
              
              (36,991
              )Other
              
              
              9,149
              
              
              3,494Total
                  other expenses, net
              
              
              (9,164
              )
              
              (8,785
              )Income
                  (loss) from continuing operationsbefore
                  income taxes
              
              
              (480,779
              )
              
              1,862,193Income
                  taxes (Note 8)
              
              
              (133,768
              )
              
              717,702Net
                  income (loss)
              
              $
              (347,011
              )
              $
              1,144,491Earnings
                  (loss) per share of common stock -basic
                  and diluted (Note 9)
              
              $
              (0.01
              )
              $
              0.04Weighted
                  average number of common sharesoutstanding
                  – basic and diluted
              
              
              25,451,354
              
              
              25,572,192
  See
        accompanying notes to consolidated financial statements


4


**THE
      GOLDFIELD CORPORATION AND SUBSIDIARIES**


**CONSOLIDATED
      STATEMENTS OF CASH FLOWS**


**(Unaudited)**


Three
                  Months EndedMarch
                  31,2007
              
              2006Cash
                  flows from operating activitiesNet
                  income (loss) from continuing operations
              
              $
              (347,011
              )
              $
              1,144,491Adjustments
                  to reconcile net income (loss) to netcash
                  used by operating activitiesDepreciation
              
              
              742,347
              
              
              599,291Deferred
                  income taxes
              
              
              22,450
              
              
              195,477Gain
                  on sale of assets
              
              
              (8,857
              )
              
              (18,310
              )Changes
                  in operating assets and liabilitiesAccounts
                  receivable and accrued billings
              
              
              (606,815
              )
              
              323,834Contracts
                  receivable
              
              
              (2,154,933
              )
              
              (1,653,547
              )Construction
                  inventory
              
              
              154,215
              
              
              (412,375
              )Real
                  estate inventories
              
              
              201,191
              
              
              -Costs
                  and estimated earnings in excessof
                  billings on uncompleted contracts
              
              
              (382,109
              )
              
              (2,388,573
              )Land
                  and land development costs
              
              
              -
              
              
              1,085,616Residential
                  properties under construction
              
              
              (1,271,390
              )
              
              (836,650
              )Income
                  taxes recoverable
              
              
              (155,247
              )
              
              951Income
                  taxes payable
              
              
              -
              
              
              258,360Prepaid
                  expenses and other assets
              
              
              (1,134,560
              )
              
              (648,291
              )Accounts
                  payable and accrued liabilities
              
              
              (628,903
              )
              
              1,553,692Billings
                  in excess of costs and estimatedearnings
                  on uncompleted contracts
              
              
              (24,444
              )
              
              (51,575
              )Net
                  cash used by operatingactivities
                  of continuing operations
              
              
              (5,594,066
              )
              
              (847,609
              )Net
                  cash provided by (used by) operatingactivities
                  of discontinued operations
              
              
              14,729
              
              
              (28,588
              )Net
                  cash used by operating activities
              
              
              (5,579,337
              )
              
              (876,197
              )Cash
                  flows from investing activitiesProceeds
                  from the disposal of property and equipment
              
              
              66,055
              
              
              76,280Proceeds
                  from notes receivable
              
              
              20,358
              
              
              10,801Purchases
                  of property and equipment
              
              
              (1,622,838
              )
              
              (746,882
              )Cash
                  surrender value of life insurance
              
              
              3,702
              
              
              3,463Net
                  cash used by investing activities ofcontinuing
                  operations
              
              
              (1,532,723
              )
              
              (656,338
              )Cash
                  flows from financing activitiesProceeds
                  from term debt
              
              
              3,973,439
              
              
              908,832Repayments
                  on term debt
              
              
              (216,666
              )
              
              (221,753
              )Net
                  borrowings (repayments) under lines of credit
              
              
              2,124,513
              
              
              (627,693
              )Repayments
                  on capital leases
              
              
              (76,940
              )
              
              -Net
                  cash provided by financing activities ofcontinuing
                  operations
              
              
              5,804,346
              
              
              59,386Net
                  decrease in cash and cash equivalents
              
              
              (1,307,714
              )
              
              (1,473,149
              )Cash
                  and cash equivalents at beginning of period
              
              
              6,801,600
              
              
              2,912,494Cash
                  and cash equivalents at end of period
              
              $
              5,493,886
              
              $
              1,439,345Supplemental
                  disclosures:Cash
                  paid for interest, net of amount capitalized
              
              $
              74,579
              
              $
              31,623Cash
                  paid for income taxes
              
              
              -
              
              
              262,914Non-cash
                  investing and financing activities:Capital
                  leases for equipment
              
              
              -
              
              
              99,963Liability
                  for equipment acquired
              
              
              760,857
              
              
              -




See
        accompanying notes to consolidated financial statements


5




**THE
      GOLDFIELD CORPORATION AND SUBSIDIARIES**


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**


**March
      31, 2007 and 2006**





**Note
      1 - Description of Business and Basis of Financial Statement Presentation**




***Overview***




The
      Goldfield Corporation (the “Company”) was incorporated in Wyoming in 1906 and
      subsequently reincorporated in Delaware in 1968. The Company's principal lines
      of business are electrical construction and real estate development. The
      principal market for the Company's electrical construction operation is electric
      utilities in the southeastern and mid-Atlantic region of the United States.
      The
      primary focus of the Company's real estate operations is on the development
      of
      luxury condominium projects.




***Basis
      of Presentation***




In
      the
      opinion of management, the accompanying unaudited interim consolidated financial
      statements include all adjustments necessary to present fairly the Company’s
      financial position, results of operations and changes in cash flows for the
      interim periods reported. These adjustments are of a normal recurring nature.
      All financial statements presented herein are unaudited with the exception
      of
      the consolidated balance sheet as of December 31, 2006, which was derived from
      the audited consolidated financial statements. The results of operations for
      the
      interim periods shown in this report are not necessarily indicative of results
      to be expected for the fiscal year. These statements should be read in conjunction with the financial statements included
      in the Company’s annual report on Form 10-K for the year ended December 31,
      2006.




***Use
      of Estimates***




Generally
      accepted accounting principles require management to make estimates and
      assumptions during the preparation of the Company’s financial statements and
      accompanying notes. Such estimates and assumptions could change in the future
      as
      more information becomes available, which in turn could impact the amounts
      reported and disclosed herein.




**Note
      2 - Contracts Receivable**




Contracts
      receivable represents the amount of revenue recognized in the real estate
      segment using the percentage-of-completion method for condominium units under
      firm contract. As of March 31, 2007, outstanding contracts receivable amounted
      to $12,778,842, all of which is for our Pineapple House condominium project.
      As
      of December 31, 2006, outstanding contracts receivable amounted to $10,623,909,
      all of which related to our Pineapple House project. As of both March 31, 2007
      and December 31, 2006, $1,469,280 of non-refundable earnest money deposits
      were
      held by a third party for the Pineapple House project.




The
      Company’s real estate development operations do not extend financing to buyers
      and, therefore, sales proceeds are received in full upon closing.




**Note
      3 - Construction Inventory**




Construction
      inventory, which consists of condominium construction materials, is stated
      at
      the lower of cost or market.




Real
      estate inventories, which consist of completed condominium units held for sale,
      are carried at the lower of cost or fair value, less cost to sell. We had three
      completed condominium units held for sale within our Oak Park project at March
      31, 2007 compared to four at December 31, 2006.




**Note
      4 - Land and Land Development Costs and Residential Properties under
      Construction**




The
      costs
      of a land purchase and any development expenses up to the initial construction
      phase of any new condominium development project are recorded under the asset
      “land and land development costs.” Once construction commences, the land and
      land development costs associated with the project under construction and the
      costs of construction are recorded under the asset “residential properties under
      construction.” The assets “land and land development costs” and “residential
      properties under construction” relating to specific projects are recorded as
      current assets when the estimated project completion date is less than one
      year
      from the date of the consolidated financial statements, or as non-current assets
      when the estimated project completion date is more than one year from the date
      of the consolidated financial statements.




6





**Note
      5 - Discontinued Operations**




On
      December 4, 2002, effective November 30, 2002, the Company completed the sale
      of
      the capital stock of its mining subsidiaries.




***Commitments
      and Contingencies Related to Discontinued Operations***




On
      September 8, 2003, the United States Environmental Protection Agency (the “EPA”)
      issued a special notice letter notifying the Company that it is a potentially
      responsible party (“PRP”), along with three other parties, with respect to
      investigation and removal activities at the Anderson-Calhoun Mine/Mill Site
      (the
“Site”) in Stevens County, Washington.




The
      Company sold the Site property in 1964. The Company has investigated the
      historic operations that occurred at the Site as well as the nature and scope
      of
      environmental conditions at the Site that may present concerns to the EPA.
      Based
      upon its investigation to date, the Company has determined that its operations
      at the Site were primarily exploratory and that the Company never engaged in
      any
      milling or other processing activities at the Site. The Company’s records
      reflect that between the years 1950 and 1952 it extracted a limited amount
      (111,670 tons) of surface ore from the Site for off-site processing. The Site
      has changed owners several times since it was sold by the Company, and the
      Company believes that a substantial majority of the mining activities and all
      of
      the milling and related processing and process waste disposal activities likely
      were conducted by subsequent owners.




In
      April
      of 2007, the EPA approved as final an Engineering Evaluation/Cost Analysis
      Report (“EE/CA Report”) for the Site. The EE/CA Report proposes to adopt as the
      preferred remedy a removal action primarily focused on addressing ore processing
      areas and wastes that were created after the Company sold the Site. The EPA
      has
      indicated that it intends to issue a Proposed Plan for the site in June of
      2007,
      followed by a 30-day public comment period. At the close of the comment period,
      the EPA expects to adopt a formal Action Memorandum that will most likely adopt,
      as the remedy for the Site, the proposed removal action described in the EE/CA
      Report.




The
      EE/CA
      Report, following cost estimation procedures applicable to EE/CA documents,
      estimates that the net present value of the proposed removal action is $1.5
      million. This figure includes amounts for contingencies and is based on
      currently available information, certain assumptions and estimates. In light
      of
      the Company’s limited role in the creation of the wastes that are the primary
      focus of the removal action, the Company believes that the other two PRPs,
      particularly Blue Tee Corporation (successor to American Zinc), will be liable
      for most of the cleanup costs, as they were directly responsible for all on-site
      ore processing activities and wastes. However, there can be no assurance as
      to
      the scope of the Company’s share of liability for cleanup costs. The EPA has
      indicated that it expects response actions at the Site to be completed during
      the 2007 construction season.




Under
      the
      Comprehensive Environmental Response, Compensation and Liability Act, any of
      the
      PRPs may be jointly and severally liable to the EPA for the full amount of
      any
      response costs incurred by the EPA, including costs related to investigation
      and
      remediation, subject to a right of contribution from other PRPs. In practice,
      PRPs generally agree to perform such response activities, and negotiate among
      themselves to determine their respective contributions to any such multi-party
      activities based upon equitable allocation factors that focus primarily on
      their
      respective contributions to the contamination at issue.




It
      is
      impossible at this stage to estimate the total costs of the remediation at
      the
      Site or the Company’s share of liability for those costs due to various factors,
      including incomplete information regarding the Site and the other PRPs,
      uncertainty regarding the extent of actual remediation costs and the Company’s
      equitable share of liability for the contamination.




One
      of
      the Company’s former general liability insurance carriers has accepted the
      defense of this matter and has agreed to pay an 80% share of costs of defense
      incurred to date, subject to certain reservation of rights as to coverage.
      As of
      December 31, 2006, the Company recorded a receivable for estimated future
      insurance reimbursements in the amount of $329,888 and recorded this as a
      reduction to net expense within discontinued operations. During the quarter
      ended March 31, 2007, the Company was reimbursed $56,539, which reduced the
      balance of the estimated receivable for future insurance reimbursements. In
      addition to the amount received in the current quarter, the Company received
      $238,315 during the year ended December 31, 2006, for a total reimbursement
      to
      date of $294,854, which represents 80% of the Company’s insurable costs incurred
      from the inception of this matter through November 30, 2006. Another of the
      Company’s former general liability insurance carriers has also accepted the
      defense of this matter, subject to certain reservation of rights as to coverage,
      and has agreed to pay a 20% share of the costs of defense incurred to date.
      However, that insurer has not yet made any payment to the Company. The Company
      will record any change to the estimated insurance reimbursements as a change
      to
      the net expense within discontinued operations. The Company cannot predict
      the
      extent to which its costs will ultimately be covered by insurance.




7




Beginning
      in September 2003, in accordance with Financial Accounting Standards Board
      (“FASB”) Interpretation (“FIN”) No. 14, “Reasonable Estimation of the Amount of
      a Loss - an Interpretation of Statement of Financial Accounting Standards No.
      5
      (Accounting for Contingencies),” and Statement of Position No. 96-1,
“Environmental Remediation Liabilities,” the Company has recognized a net
      expense (within discontinued operations) for this matter. The provision was
      decreased by $0 for both the quarter ended March 31, 2007 and the quarter
      ended March 31, 2006.  As of March 31, 2007 the cumulative
      net expense was $31,493. This represents the current estimate of the
      Company’s share of the costs associated with both an emergency removal action
      previously undertaken by the EPA and actual remediation costs, the professional
      fees associated with the EE/CA Report, the anticipated professional fees
      associated through the completed remediation all reduced by both actual and
      estimated insurance recoveries. Total actual costs to be incurred at the Site
      in
      future periods may vary from this estimate, given inherent uncertainties in
      evaluating environmental costs. As of March 31, 2007, the Company has recorded
      a
      reserve balance for future applicable costs of $166,411 (accrued as a current
      liability within discontinued operations). The accrual will be reviewed
      periodically based upon facts and circumstances available at the time, which
      could result in changes to its amount.




Assets
      and liabilities of the discontinued operations have been reflected in the
      accompanying consolidated balance sheets as follows:


March
                  31, 2007
              
              
              December
                    31, 2006Current
                  assetsRemediation
                  insurance receivable
              
              $
              273,349
              
              $
              329,888Total
                  assets of discontinued operations
              
              $
              273,349
              
              $
              329,888Current
                  liabilitiesReserve
                  for remediation
              
              $
              166,411
              
              $
              208,221Total
                  liabilities of discontinued operations
              
              $
              166,411
              
              $
              208,221




**Note
      6 - Notes Payable and Capital Leases**




***Notes
      Payable***




On
      August
      26, 2005, the Company, the Company’s wholly owned subsidiaries, Southeast Power
      Corporation (“Southeast Power”), Bayswater Development Corporation
      (“Bayswater”), Pineapple House of Brevard, Inc. (“Pineapple House”) and Oak Park
      of Brevard, Inc. (“Oak Park”) and Branch Banking and Trust Company (the “Bank”),
      entered into three loan agreements and a series of related ancillary agreements
      providing for: (1) a revolving line of credit loan for a maximum principal
      amount of $1.0 million, which was subsequently increased to $3.0 million by
      amendment dated March 14, 2006, to be used as a “Working Capital Loan,” (2) a
      revolving line of credit loan for a maximum principal amount of $2.0 million
      to
      be used as an “Equipment Loan” and (3) a revolving line of credit for a maximum
      principal amount of $6.0 million to be used as a “Real Estate
      Loan.”




The
      $3.0
      million Working Capital Loan will
      be
      used by the Company for working capital, capital expenditures and general
      corporate purposes. Under
      the
      terms of the agreement, interest is payable monthly at an annual rate equal
      to
      monthly LIBOR rate plus one and eight-tenths percent (7.12% and 7.15% as of
      March 31, 2007 and December 31, 2006, respectively). On September 28, 2006,
      the
      Company entered into a loan renewal with the Bank, effective as of August 26,
      2006, which extended the maturity date of the loan until August 26, 2007. The
      Company expects to renew this loan at that time for an additional year. The
      loan
      is guaranteed by the Company and named subsidiaries and includes a cross default
      provision pursuant to which a default under the loan agreement constitutes
      a
      default with respect to all other indebtedness of the Company and named
      subsidiaries to the Bank and a default under any other loan agreement of the
      Company or any of the foregoing affiliates constitutes a default under the
      loan
      agreement. There were no borrowings outstanding under this agreement as of
      March
      31, 2007 and December 31, 2006. The loan agreement contains various financial
      covenants including, but not limited to, minimum tangible net worth, outside
      debt limitation and maximum debt to tangible net worth ratio. Other loan
      covenants prohibit, among other things, incurring additional indebtedness,
      issuing loans to other entities in excess of a certain amount, entering into
      a
      merger or consolidation and any change in the Company’s current Chief Executive
      Officer without prior written consent from the lender. The Company was in
      compliance with all such covenants as of March 31, 2007.




The
      $2.0
      million Equipment Loan draws
      are at the request of the Company and the discretion of the Bank. Under
      the
      terms of the agreement, principal plus interest are payable monthly composed
      of
      $72,222 principal plus accrued interest. The interest is payable at an annual
      rate equal to monthly LIBOR rate plus one and eight-tenths percent (7.12% and
      7.15% as of March 31, 2007 and December 31, 2006, respectively). The maturity
      date of the loan is February 26, 2008. The loan is secured by the equipment
      purchased with the proceeds of the loan, and any replacements, accessions or
      substitutions thereof and all cash and non-cash proceeds received thereof.
      Borrowings outstanding under this agreement were $433,332 and $649,998 as of
      March 31, 2007 and December 31, 2006, respectively. The loan agreement contains
      various financial covenants, including, but not limited to, minimum tangible
      net
      worth, outside debt limitations and maximum debt to tangible net worth ratio.
      Other loan covenants prohibit, among other things, a change in fiscal year
      and
      any change in the Company’s current Chief Executive Officer without prior
      written consent from the lender. The Company was in compliance with all such
      covenants as of March 31, 2007.




8




The
      proceeds of the $6.0 million Real Estate Loan will be used by the Company for
      financing the costs of certain qualified real estate projects in Florida. Under
      the terms of the agreement, interest is payable monthly at an annual rate equal
      to the monthly LIBOR rate plus one and eight-tenths percent (7.12% and 7.15%
      as
      of March 31, 2007 and December 31, 2006, respectively). On September 28, 2006,
      the Company entered into a loan renewal with the Bank, effective as of August
      26, 2006, which extended the maturity date of the loan until August 26, 2007.
      The Company expects to renew this loan at that time for an additional year.
      All
      of the net proceeds from the sale of a qualified project shall first be applied
      against the principal balance due on the note until the note is satisfied in
      full. As security for the loan, the Company and the subsidiary of the Company
      which has legal title to the real property to be developed have agreed to
      execute an agreement not to encumber or transfer property with respect to the
      property to be developed. The loan is guaranteed by the Company and named
      subsidiaries and draws for all projects are not to exceed the total costs of
      all
      projects. There were no borrowings outstanding under this agreement as of March
      31, 2007 and December 31, 2006. The loan agreement contains various financial
      covenants including, but not limited to, minimum tangible net worth, outside
      debt limitation and maximum debt to tangible net worth ratio. Other loan
      covenants prohibit, among other things, incurring additional indebtedness,
      issuing loans to other entities in excess of a certain amount, entering into
      a
      merger or consolidation and any change in the Company’s current Chief Executive
      Officer without prior written consent from the lender. The Company was in
      compliance with all such covenants as of March 31, 2007.




On
      November 18, 2005, the Company, the Company’s wholly owned subsidiaries,
      Southeast Power, Bayswater, Pineapple House and Oak Park, and the Bank, entered
      into a loan agreement and a series of related ancillary agreements for a
      revolving line of credit loan for a maximum principal amount of $14.0 million
      to
      be used by Pineapple House to fund the construction of residential condominium
      units. Under the terms of the agreement interest is payable monthly at an annual
      rate equal to the monthly LIBOR rate plus one and eighty-five one-hundredths
      percent (7.17% and 7.20% as of March 31, 2007 and December 31, 2006,
      respectively). The maturity date of the loan is November 18, 2007. At the Bank’s
      option, the loan may be extended for two eighteen-month periods upon payment
      of
      a fee to the Bank in connection with each extension. These extensions do not
      necessarily provide for future advances, but solely for extension and
      preservation of the commitment related to the construction of a second and
      third
      building on the Pineapple House site. Borrowings outstanding under this
      agreement were $11,819,467 and $7,846,028 as of March 31, 2007 and December
      31,
      2006, respectively. The loan is secured by a Mortgage and Security Agreement.
      The loan agreement includes covenants and agreements that are customary for
      loan
      agreements of this type, and also provides that construction on the initial
      phase of the Pineapple House development must be completed by October 1, 2007.
      In addition, the loan agreement includes a cross default provision pursuant
      to
      which a default under the loan agreement constitutes a default with respect
      to
      all other indebtedness of the Company, Southeast Power, Bayswater, Pineapple
      House or Oak Park to the Bank and a default under any other loan agreement
      of
      the Company or any of the foregoing affiliates constitutes a default under
      the
      loan agreement. Pursuant to the loan agreement, the Company has agreed that
      $1.0
      million of the $6.0 million Real Estate Loan will not be available to the
      Company until a specified level of progress with respect to the concrete
      structure has been achieved on the initial phase of Pineapple House. The Company
      was in compliance with all such covenants as of March 31, 2007.




On
      July
      13, 2006, the Company, the Company’s wholly owned subsidiary, Southeast Power,
      and the Bank, entered into a loan agreement and other related ancillary
      agreements for a revolving line of credit loan for a maximum principal amount
      of
      $3.5 million to be used by Southeast Power for durable equipment purchases.
      The
      Company agreed to guarantee Southeast Power’s obligations under the loan
      agreement. Under the terms of the agreement, interest is payable monthly at
      an
      annual rate equal to the monthly LIBOR rate plus one and eight-tenths percent
      (7.12% as of March 31, 2007 and 7.15% as of December 31, 2006, respectively).
      The maturity date of the loan is December 13, 2010. Southeast Power must make
      monthly payments of interest to the Bank in arrears on the principal balance
      outstanding until July 2007, and thereafter, Southeast Power must pay monthly
      installments of principal, in addition to interest on the principal balance
      outstanding, until maturity. Borrowings outstanding under this loan agreement
      were $3,500,000 and $1,375,487 as of March 31, 2007 and December 31, 2006,
      respectively. The loan is secured by the grant of a continuing security interest
      in all equipment purchased with the proceeds of the loan, and any replacements,
      accessions, or substitutions thereof and all cash and non-cash proceeds thereof.
      The loan agreement includes covenants and agreements that are customary for
      loan
      agreements of this type. In addition, at the Bank’s option, the Bank may treat
      any default in payment or performance by Southeast Power, the Company or any
      of
      their subsidiaries or affiliates under any other loans, contracts or agreements
      with the Bank or its affiliates as a default under this loan agreement. The
      Company was in compliance with all such covenants as of March 31, 2007.




9




Interest
      costs related to the construction of condominiums are capitalized. During the
      three month periods ended March 31, 2007 and 2006, the Company capitalized
      interest costs of $173,296 and $87,736, respectively.




***Capital
      Leases***




The
      Company enters into non-cancelable capital leases for the acquisition of certain
      machinery and equipment needs. Under the current capital leases, ownership
      transfers to the Company at the end of the lease term. No restrictions are
      imposed by the lease agreements regarding additional debt or further leasing.
      As
      of March 31, 2007 the cost and accumulated depreciation of equipment under
      capital leases amounted to $1,403,602 and $210,540, respectively. As of December
      31, 2006, the cost and accumulated depreciation of equipment under capital
      leases amounted to $1,403,602 and $140,360, respectively. The remaining
      principal balance under these lease agreements was $1,135,196 as of March 31,
      2007. Depreciation for assets under capital leases is included in depreciation
      and amortization expenses.




The
      schedule of principal payments of our notes payable and capital leases as of
      March 31, 2007 is as follows:


2007
              
              $
              12,982,0812008
              
              
              1,400,3472009
              
              
              1,379,5912010
              
              
              1,293,655Total
                  payments of debt
              
              
              17,055,674Less:
                  Amount representing interest on capital leases
              
              
              (167,679
              )Total
                  net payments
              
              $
              16,887,995




**Note
      7 - Commitments and Contingencies**




In
      certain circumstances, the Company is required to provide performance bonds
      to
      secure its contractual commitments. Management is not aware of any performance
      bonds issued for the Company that have ever been called by a customer. As of
      March 31, 2007, outstanding performance bonds issued on behalf of the Company’s
      electrical construction subsidiary amounted to approximately $15,077,000.




**Note
      8 - Income Taxes**




At
      March
      31, 2007, the Company had alternative minimum tax (“AMT”) credit carryforwards
      of approximately $377,000, which are available to reduce future federal income
      taxes over an indefinite period. The net deferred tax asset decreased from
      $263,400 at December 31, 2006 to $240,950 at March 31, 2007 due to the
      utilization of AMT credit carryforwards on an annualized basis. The net deferred
      tax liability of $861,400 did not change for this same period. The minimum
      amount of future taxable income required to be generated to fully realize the
      deferred tax assets is approximately $1,617,000.




The
      following table presents our provision for income tax and effective income
      tax
      rate from continuing operations for the three months ended March 31 as
      indicated:


2007
              
              2006Income
                  taxes (benefit)
              
              $
              (133,768
              )
              $
              717,702Effective
                  income tax rate (benefit)
              
              
              (27.8
              %)
              
              38.5
              %


The
      Company’s expected tax rate for the year ending December 31, 2007, which was
      calculated based on the estimated annual operating results for the year, is
      40.0%.




On
      January 1, 2007, the Company adopted FIN No. 48 “Accounting for Uncertainty in
      Income Taxes - an Interpretation of SFAS No. 109,” which clarifies the
      accounting and reporting for uncertainties in income tax law. This
      Interpretation prescribes a comprehensive model for the financial statement
      recognition, measurement, presentation and disclosure of uncertain tax positions
      taken or expected to be taken in income tax returns. FIN No. 48 prescribes
      a
      more-likely-than-not threshold of a tax position taken or expected to be taken
      in a tax return being sustained on audit based on the technical merits for
      financial statement recognition and measurement.




On
      implementation of FIN No. 48, the Company reviewed prior year tax filings and
      other corporate records for any uncertain tax positions in accordance with
      recognition standards established. As a result of this review, there were no
      requirements to accrue income taxes.




10




The
      Company will classify interest and penalties recognized in accordance with
      this
      Interpretation as interest expense and other general and administrative
      expenses, respectively, and not as a component of income taxes.




**Note
      9 - Earnings (Loss) Per Share of Common Stock and Stock Repurchase
      Plan**




Basic
      earnings (loss) per common share is computed by dividing net income by the
      weighted average number of shares of common stock outstanding during the period.
      Diluted earnings per share include dilution from potential common stock
      equivalents, such as stock options outstanding. As of March 31, 2007 and
      December 31, 2006, respectively, there were no common stock
      equivalents.




Since
      September 17, 2002, the Company has had a stock repurchase plan which, as last
      amended by the Board of Directors on May 25, 2006, permits the purchase of
      up to
      3,500,000 shares of Common Stock until September 30, 2007. The Company may
      repurchase its shares either in the open market or through private transactions.
      The volume of the shares to be repurchased is contingent upon market conditions
      and other factors. During each of the years ended December 31, 2006, 2005 and
      2004, pursuant to the Repurchase Plan, the Company repurchased 120,838, 379,058
      and 489,195 shares of its Common Stock, respectively, at a cost of $132,953
      (average cost of $1.10 per share), $209,179 (average cost of $0.55 per share)
      and $271,390 (average cost of $0.55 per share), respectively. The Company did
      not repurchase shares of its Common Stock during the three month periods ended
      March 31, 2007 and 2006. As of March 31, 2007, the total number of shares
      repurchased under the Repurchase Plan was 2,345,060 at a cost of $1,289,467
      (average cost of $0.55 per share) and the remaining number of shares available
      to be repurchased under the Repurchase Plan is 1,154,940. The Company currently
      holds the repurchased stock as Treasury Stock, reported at cost. Prior to
      September 17, 2002, the Company had 17,358 shares of Treasury Stock which it
      had
      purchased at a cost of $18,720.




**Note
      10 - Business Segment Information**




The
      Company is currently involved in two segments, electrical construction and
      real
      estate development. There were no material amounts of sales or transfers between
      segments and no material amounts of foreign sales. Any intersegment sales have
      been eliminated.




The
      following table sets forth certain segment information for the periods ended
      as
      indicated:


Three
                  Months EndedMarch
                  31,2007
              
              2006RevenuesElectrical
                  construction
              
              $
              7,354,043
              
              $
              10,492,005Real
                  estate development
              
              
              2,454,432
              
              
              3,502,947Total
                  revenues
              
              
              9,808,475
              
              
              13,994,952Operating
                  expensesElectrical
                  construction
              
              
              7,544,917
              
              
              8,698,867Real
                  estate development
              
              
              1,896,303
              
              
              2,608,762Corporate
              
              
              838,870
              
              
              816,345Total
                  operating expenses
              
              
              10,280,090
              
              
              12,123,974Operating
                  income (loss)Electrical
                  construction
              
              
              (190,874
              )
              
              1,793,138Real
                  estate development
              
              
              558,129
              
              
              894,185Corporate
              
              
              (838,870
              )
              
              (816,345
              )Total
                  operating income (loss)
              
              
              (471,615
              )
              
              1,870,978Other
                  income (expense), netElectrical
                  construction
              
              
              (34,909
              )
              
              (17,815
              )Real
                  estate development
              
              
              -
              
              
              -Corporate
              
              
              25,745
              
              
              9,030Total
                  other income (expense), net
              
              
              (9,164
              )
              
              (8,785
              )Net
                  income (loss) before taxesElectrical
                  construction
              
              
              (225,783
              )
              
              1,775,323Real
                  estate development
              
              
              558,129
              
              
              894,185Corporate
              
              
              (813,125
              )
              
              (807,315
              )Total
                  net income (loss) before taxes
              
              $
              (480,779
              )
              $
              1,862,193




Operating
      income (loss) is total operating revenue less operating expenses inclusive
      of
      depreciation and amortization, and selling, general and administrative expenses
      for each segment. Operating income (loss) excludes interest expense, interest
      income and income taxes. Corporate expenses are comprised of general and
      administrative expenses and corporate depreciation and amortization expenses.




The
      following table sets forth certain segment information as of the dates
      indicated:


March
                  31,
              
              December
                  31,2007
              
              2006Identifiable
                  assetsElectrical
                  construction
              
              $
              22,418,212
              
              $
              21,317,634Real
                  estate development
              
              
              19,470,596
              
              
              16,225,823Corporate
              
              
              5,265,054
              
              
              4,030,831Discontinued
                  operations
              
              
              273,349
              
              
              329,888Total
              
              $
              47,427,211
              
              $
              41,904,176




**Note
      11 -Executive Long-term Incentive Plan**




In
      1998,
      the stockholders of the Company approved The Goldfield Corporation 1998
      Executive Long-term Incentive Plan (the “Plan”), which permits the granting of
      nonqualified stock options, incentive stock options, stock appreciation rights,
      restricted stock, restricted stock units, performance units, performance shares
      and other awards to all officers and key employees of the Company and its
      subsidiaries. Shares granted pursuant to the Plan may be authorized but unissued
      shares of common stock, treasury shares or shares purchased on the open market.
      The exercise price under such grants, if applicable, will be based on the fair
      market value of the common stock at the date of grant. The maximum number of
      shares available for grant under the Plan is 1,300,000. Any options granted
      under the Plan must be exercised within 10 years of the date of grant and are
      vested equally over a three year period.




11




On
      January 1, 2006, the Company adopted Statement of Financial Accounting Standard
      (“SFAS”) No. 123R, “Share-Based Payment (Revised 2004)” and its related
      implementation guidance in accounting for stock-based employee compensation
      arrangements. SFAS No. 123(R) requires the recognition of the fair value of
      stock compensation in net income. SFAS No. 123(R) also requires a public entity
      to measure the cost of employee services received in exchange for an award
      of
      equity instruments based on the grant-date fair value of the award (with limited
      exceptions). Stock-based compensation expense will be recognized over the period
      during which an employee is required to provide service in exchange for the
      award—the requisite service period (usually the vesting period), net of
      estimated forfeitures. No stock options were granted during the three month
      periods ended March 31, 2007 and 2006. As of March 31, 2007 and December 31,
      2006 there were no options outstanding and no expense for the three months
      ended
      March 31, 2007 and 2006, respectively.




**Note
      12 - Recent Accounting Pronouncements**




In
      November 2006, the Emerging Issues Task Force (“EITF”) reached a consensus on
      EITF Issue No. 06-8, “Applicability of the Assessment of a Buyer’s Continuing
      Investment under SFAS No. 66, Accounting for Sales of Real Estate, for Sales
      of
      Condominiums.” EITF No. 06-8 will require condominium sales to meet the
      continuing involvement criterion of SFAS No. 66 in order for profit to be
      recognized under the percentage of completion method. EITF No. 06-8 will be
      effective for annual reporting periods beginning after March 15, 2007. This
      consensus could require that additional deposits be collected by developers
      of
      condominium projects that wish to recognize profit during the construction
      period under the percentage-of-completion method. The cumulative effect of
      applying EITF No. 06-8, if any, is to be reported as an adjustment to the
      opening balance of retained earnings in the year of adoption. The Company is
      currently evaluating the potential impact of adopting EITF No. 06-8 on its
      consolidated financial position and results of operations. If the Company is
      unable to meet the requirements of EITF No. 06-8, it will be required to delay
      revenue recognition until the aggregate investment tests described in SFAS
      No.
      66 and EITF No. 06-8 have been met.




In
      September 2006, the FASB issued SFAS No. 157, “Fair Value Measurement.” SFAS No.
      157 defines fair value, establishes a framework for measuring fair value, and
      expands disclosures about fair value measurements. SFAS No. 157 is effective
      for
      financial statements issued for fiscal years beginning after November 15, 2007,
      and interim periods within those fiscal years. The Company is currently
      evaluating the impact of SFAS No. 157 on its consolidated financial position
      and
      results of operations.




In
      February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for
      Financial Assets and Financial Liabilities - Including an Amendment of FASB
      Statement No. 115” which is effective for fiscal years beginning after November
      15, 2007. SFAS No. 159 permits entities to choose to measure many financial
      instruments and certain other items at fair value. The objective is to improve
      financial reporting by providing entities with the opportunity to mitigate
      volatility in reported earnings caused by measuring related assets and
      liabilities differently without having to apply complex hedge accounting
      provisions. SFAS No. 159 is expected to expand the use of fair value
      measurement, which is consistent with the long-term measurement objectives
      for
      accounting for financial instruments. The Company is currently evaluating the
      potential impact of SFAS No. 159 on its consolidated financial position and
      results of operations.




On
      January 1, 2007, the Company adopted EITF Issue No. 06-3, “How Taxes Collected
      from Customers and Remitted to Governmental Authorities Should Be Presented
      in
      the Income Statement (That Is, Gross versus Net Presentation).” EITF 06-3
      requires the disclosure of the Company’s accounting policy regarding its gross
      or net presentation of externally imposed taxes on revenue-producing
      transactions in the notes to the consolidated financial statements. The
      Company’s accounting policy is a net presentation of externally imposed taxes on
      revenue-producing transactions and there has been no impact on the financial
      statements.




**Note
      13 - Customer Concentration**




A
      significant portion of the Company’s electrical construction revenue has
      historically been derived from two or three utility customers each year. For
      the
      quarter ended March 31, 2007 and the quarter ended March 31, 2006, the two
      largest customers accounted for 42% and 65%, respectively, of the Company’s
      total revenue.




12


**Item
      2. Management’s Discussion and Analysis of Financial Condition and Results of
      Operations**




**Overview**




We
      are a
      leading provider of electrical construction services in the southeastern United
      States and a developer of condominiums on the east coast of Florida. Through
      our
      subsidiary Southeast Power Corporation, we are engaged in the construction
      and
      maintenance of electric utility facilities for electric utilities and industrial
      customers, and the installation of fiber optic cable for fiber optic cable
      manufacturers, telecommunication companies and electric utilities. Southeast
      Power is based in Titusville, Florida, and performs electrical contracting
      services in the southeastern and mid-Atlantic regions of the United
      States.




The
      electrical construction business is highly competitive and fragmented. We
      compete with other independent contractors, including larger regional and
      national firms that may have financial, operational, technical and marketing
      resources that exceed our own. We also face competition from existing and
      prospective customers establishing or augmenting in-house service organizations
      that employ personnel who perform some of the same types of service as those
      provided by us. In addition, a significant portion of our electrical
      construction revenue is derived from a small group of customers, with one or
      two
      different customers accounting for a substantial portion of our revenue in
      any
      given year. For example, in the year ended December 31, 2006, one of our
      customers accounted for greater than 50% of our consolidated revenue. The loss
      of, or decrease in current demand from, one or more of these customers would,
      if
      not replaced by other business, result in a decrease in revenues, margins and
      profits which could be material. In the current quarter we were less successful
      in the bidding and awards process, partly due to the number of jobs awarded
      to
      competitors at lower than normal profit margins.




We
      are
      also involved, through our subsidiary Bayswater Development Corporation and
      its
      wholly-owned real estate development subsidiaries, in the development of
      residential condominium projects, on the east coast of Central Florida. Our
      current project, Pineapple House, is a multi-phase project. The first phase
      of
      Pineapple House is comprised of an eight-story building containing thirty-three
      luxury river-view condominium units. As of December 31, 2006, twenty-two units
      were under contract for sale, backed by $1.5 million of non-refundable earnest
      money deposits. Due to the current weakness in the Florida condominium market,
      as further described below, there was a virtual cessation of sales of our
      condominiums during 2006, which has continued through the quarter ended March
      31, 2007, during which we have made no additional sales and one buyer provided
      notification of their intention to default on their contract. We expect to
      notify buyers in the second quarter that we intend to begin consummating the
      sales of the units, and it is possible that additional buyers may advise us
      they
      intend to default on their contracts, upon receipt of that notice.




We
      believe the slowdown in new unit sales is attributable to a national softening
      in demand for new homes as well as an oversupply of homes available for sale
      in
      the Florida market. We believe the decline in demand for our new condominiums
      is
      related to concerns of prospective home buyers regarding the direction of home
      prices, interest rates, property taxes and their inability to sell their current
      homes. In addition to the traditional homebuyer, it appears that speculators
      and
      investors have significantly reduced their participation in the new home market.
      Additionally, our market has been impacted by an overall increase in the supply
      of homes available for sale, as speculators and investors attempt to sell the
      homes they previously purchased or cancel contracts for homes under
      construction. In addition, high cancellation rates reported by other builders
      have added to the supply of homes in the marketplace.




If
      the
      current weakness in the Florida condominium market continues, or if the market
      deteriorates further, this would have an adverse impact on the sales and pricing
      of our condominium units, the settlement of existing contracts, the commencement
      and development of new projects (including a delay in the commencement of the
      second phase of the Pineapple House project) and on the results of our real
      estate development operations. We cannot predict whether the Florida condominium
      market will improve, or when any such improvement may take place.




**Critical
      Accounting Estimates**




This
      discussion and analysis of our financial condition and results of operations
      is
      based upon our consolidated financial statements, which have been prepared
      in
      accordance with U.S. generally accepted accounting principles. The preparation
      of these financial statements requires us to make estimates and judgments that
      affect the reported amounts of assets, liabilities, revenues and expenses,
      and
      related disclosure of contingent assets and liabilities. On an on-going basis,
      we evaluate our estimates, including those related to fixed price electrical
      construction contracts, real estate development projects, deferred income tax
      assets and environmental remediation. We base our estimates on historical
      experience and on various other assumptions that are believed to be reasonable
      under the circumstances, the results of which form the basis for making
      judgments about the carrying values of assets and liabilities that are not
      readily apparent from other sources. Actual results may differ from these
      estimates under different assumptions or conditions. Our management has
      discussed the selection and development of its critical accounting policies,
      estimates and related disclosure with the Audit Committee of the Board of
      Directors.




13




***Percentage
      of Completion - Electrical Construction Segment***




We
      recognize revenue from fixed price contracts on a percentage-of-completion
      basis, using primarily the cost-to-cost method based on the percentage of total
      costs incurred to date in proportion to total estimated costs to complete the
      contract. Total estimated costs, and thus contract income, are impacted by
      several factors including, but not limited to, changes in productivity and
      scheduling, and the cost of labor, subcontracts, materials and equipment.
      Additionally, external factors such as weather, site conditions and scheduling
      that differ from those assumed in the original bid (to the extent contract
      remedies are unavailable), client needs, client delays in providing approvals,
      the availability and skill level of workers in the geographic location of the
      project, a change in the availability and proximity of materials and
      governmental regulation, may also affect the progress and estimated cost of
      a
      project's completion and thus the timing of income and revenue
      recognition.




The
      accuracy of our revenue and profit recognition in a given period is almost
      solely dependent on the accuracy of our estimates of the cost to complete each
      project. Due to our experience and our detailed approach in determining our
      cost
      estimates for all of our significant projects, we believe our estimates to
      be
      highly reliable. However, our projects can be complex and in almost every case
      the profit margin estimates for a project will either increase or decrease
      to
      some extent from the amount that was originally estimated at the time of bid.
      Because we have a number of projects of varying levels of complexity and size
      in
      process at any given time these changes in estimates can offset each other
      without materially impacting our overall profitability. If a current estimate
      of
      total costs indicates a loss on a contract, the projected loss is recognized
      in
      full when determined. Contract loss accruals recorded for the three month period
      ended March 31, 2007 were $10,000, compared to $0 for the three month period
      ended March 31, 2006. Revenue from  change
      orders, extra work, variations in the scope of work and claims is recognized
      when realization is probable.




***Percentage
      of Completion - Real Estate Development Segment***




All
      revenue associated with real estate development projects that meet the criteria
      specified by SFAS 66, “Accounting for Sales of Real Estate,” is recognized using
      the percentage-of-completion method. Under this method, revenue is recognized
      when (1) construction is beyond a preliminary stage, (2) a substantial
      percentage (at least one-third) of the condominiums are under firm,
      non-refundable contracts, except in the case of non-delivery of the unit or
      interest, (3) sufficient units have already been sold to assure that the entire
      property will not revert to rental property, consideration is given to the
      requirements of state laws, the condominium contract and the terms of the
      financing agreements, (4) collection of the sales price is reasonably assured,
      (5) deposits equal or exceed 10% of the contract price and (6) sales proceeds
      and costs can be reasonably estimated. The Company determines that construction
      is beyond a preliminary stage when engineering and design work, execution of
      construction contracts, site clearance and preparation, excavation and the
      building foundation is complete. In November 2006, the FASB ratified EITF Issue
      No. 06-8, “Applicability of a Buyer’s Continuing Investment under FASB Statement
      No. 66 for Sales of Condominiums.” EITF Issue 06-8 provides guidance in
      assessing the collectibility of the sales price, which is required in order
      to
      recognize profit under the percentage-of-completion method pursuant to SFAS
      No.
      66. See note 12 to the consolidated financial statements for additional
      information.




We
      believe that a material difference in total actual project costs versus total
      estimated project costs is unlikely due to the nature of the fixed price
      contracts we enter into with the general contractors on our real estate
      projects.




If
      a
      current estimate of total project costs indicates a loss on a project, the
      projected loss is recognized in full when determined. There were no contract
      loss accruals recorded during the three month periods ended March 31, 2007
      and
      2006. The timing of revenue and expense recognition is contingent on
      construction productivity. Factors possibly impeding construction productivity
      include, but are not limited to, supply of labor, materials and equipment,
      scheduling, weather, permitting and unforeseen events.




If
      a
      buyer were to default on the contract for sale, revenues and expenses recognized
      in prior periods would be adjusted in the period of default.




***Deferred
      Tax Assets***




We
      account for income taxes in accordance with SFAS No. 109, “Accounting for Income
      Taxes.” Under this method, deferred tax assets and liabilities are recognized
      for the future tax consequences attributable to temporary differences between
      the financial statement carrying amounts of existing assets and liabilities
      and
      their respective tax bases. Deferred tax assets and liabilities are measured
      using enacted tax rates expected to apply to taxable income in the years in
      which those temporary differences are expected to be recovered or settled.
      The
      effect on deferred tax assets and liabilities of a change in tax rates is
      recognized in income in the period that includes the enactment
      date.




14




We
      consider future taxable income and ongoing prudent and feasible tax planning
      strategies in assessing the need for a valuation allowance for deferred tax
      assets. The ultimate realization of deferred tax assets is dependent upon the
      generation of future taxable income during the periods in which the deferred
      tax
      assets are expected to be recovered or settled. If we determine that we will
      not
      be able to realize all or part of our deferred tax assets, a valuation allowance
      would be recorded to reduce its deferred tax assets to the amount that is more
      likely than not to be realized. In the event we were to subsequently determine
      that we would be able to realize our deferred tax assets in the future in excess
      of our net recorded amount, an adjustment to the previously recorded valuation
      allowance would increase income in the period such determination was
      made.




As
      of
      March 31, 2007, our deferred tax assets were largely comprised of an AMT credit
      carryforward. Based on historical experience and assumptions with respect to
      forecasts of future taxable income and tax planning, among others, the Company
      anticipates being able to generate sufficient taxable income to utilize the
      AMT
      credit carryforward which has no expiration date. Therefore, the Company has
      not
      recorded a valuation allowance against the deferred tax assets. The minimum
      amount of future taxable income required to be generated to fully realize the
      deferred tax assets is approximately $1.6 million.




***Provision
      for Remediation***




In
      September 2003, we were notified by the EPA that we are a PRP with respect
      to
      possible investigation and removal activities at a mine that we formerly owned
      the “Site.” Refer to note 5 of the notes to the consolidated financial
      statements for a discussion of this matter.




It
      is
      impossible at this stage to estimate the total costs of the remediation at
      the
      Site or our share of liability for those costs due to various factors, including
      incomplete information regarding the Site and the other PRPs, uncertainty
      regarding the extent of actual remediation costs and our equitable share of
      liability for the contamination.




Beginning
      in September 2003, in accordance with FIN No. 14, we had recognized a net
      expense (within discontinued operations) for this matter. The provision was
      decreased by $0 for both the quarter ended March 31, 2007 and
      the quarter ended March 31, 2006. As of March 31, 2007 the cumulative net
      expense was $31,493. This represents the current estimate of our share of
      the costs associated with both an emergency removal action previously undertaken
      by the EPA and actual remediation costs, the professional fees associated with
      the EE/CA Report, the anticipated professional fees associated through the
      completed remediation all reduced by both actual and estimated insurance
      recoveries. Total actual costs to be incurred at the Site in future periods
      may
      vary from this estimate, given inherent uncertainties in evaluating
      environmental costs. As of March 31, 2007, we have recorded a reserve balance
      for future applicable costs of $166,411 (accrued as a current liability within
      discontinued operations). The accrual will be reviewed periodically based upon
      facts and circumstances available at the time, which could result in changes
      to
      its amount.




15


**Results
      of Operations**




*Three
      Months Ended March 31, 2007 Compared to Three Months Ended March 31,
      2006*




**Segment
      Information**




The
      table
      below is a reconciliation of our operating income attributable to each of our
      segments for the three months ended March 31 as indicated:


2007
              
              2006Electrical
                  constructionRevenue
              
              $
              7,354,043
              
              $
              10,492,005Operating
                  expensesCost
                  of goods sold
              
              
              6,801,704
              
              
              8,123,209Depreciation
              
              
              696,598
              
              
              557,451SG&A
              
              
              48,177
              
              
              33,965Other
                  general income
              
              
              (1,562
              )
              
              (15,758
              )Total
                  operating expenses
              
              
              7,544,917
              
              
              8,698,867Operating
                  income (loss)
              
              $
              (190,874
              )
              $
              1,793,138Real
                  estate developmentRevenue
              
              $
              2,454,432
              
              $
              3,502,947Operating
                  expensesCost
                  of goods sold
              
              
              1,693,925
              
              
              2,321,429Depreciation
              
              
              6,445
              
              
              6,811SG&A
              
              
              195,933
              
              
              280,522Total
                  operating expenses
              
              
              1,896,303
              
              
              2,608,762Operating
                  income
              
              $
              558,129
              
              $
              894,185




**Continuing
      Operations**




***Revenues***




Total
      revenues in the three months ended March 31, 2007 decreased by 29.9% to $9.8
      million, compared to $14.0 million in the three months ended March 31, 2006
      reflecting lower revenue in both our electrical construction and real estate
      development activities.




Electrical
      construction revenues decreased $3.1 million, or 29.9%, to $7.4 million for
      the
      three months ended March 31, 2007 from $10.5 million for the three months ended
      March 31, 2006. The decrease in revenue for the three month period ending March
      31, 2007 when compared to the same period in 2006 was primarily due to a
      slowdown in demand for our electrical construction services and a reduction
      in
      the number of projects in process, resulting from the availability of fewer
      profitable projects. In the current quarter we had fewer projects under
      construction because we have recently been less successful in the bidding and
      awards process, partly due to the number of jobs awarded to competitors at
      prices that would not meet our target profit margins.




The
      varying magnitude and duration of electrical construction projects may result
      in
      substantial fluctuation in the Company’s backlog from time to time. Backlog
      represents the uncompleted portion of services to be performed under
      project-specific contracts and the estimated value of future services that
      we
      expect to provide under our existing service agreements, including new
      contractual agreements on which work has not begun. In many instances, our
      customers are not contractually committed to specific volumes of services and
      many of our contracts may be terminated with notice, therefore we do not
      consider any portion of our backlog to be firm. However, our customers become
      obligated once we provide the services they have requested. Our service
      agreements are typically multi-year agreements, and we include in our backlog
      the amount of services projected to be performed over the terms of the contracts
      based on our historical relationships with these customers. Our estimates of
      a
      customer’s requirements during a particular future period may not be accurate at
      any point in time. As of March 31, 2007, the electrical construction operation’s
      backlog was approximately $7.4 million, which included approximately $6.3
      million from fixed price contracts for which revenue is recognized using
      percentage-of-completion and approximately $1.1 million from service agreement
      contracts for which revenue is recognized as work is performed. Of our total
      backlog, we expect approximately 100% to be completed within the current fiscal
      year. This compares to a backlog of $21.7 million at March 31, 2006, of which
      approximately $14.0 million represented backlog from fixed price contracts
      and
      approximately $7.7 million represented service agreement backlog.




16




Real
      estate construction revenues decreased by 29.9% to $2.5 million for the three
      months ended March 31, 2007 from $3.5 million for the like period in 2006.
      The
      decrease in revenues for the three months ended March 31, 2007, compared to
      the
      like period in 2006, was mainly due to the completion of the Oak Park project
      in
      the third quarter of 2006. In the quarter ended March 31, 2006, we had begun
      the
      Pineapple House project and recognized $2.3 million in revenue on Pineapple
      House, as well as $1.2 million in revenue from Oak Park. During the quarter
      ended March 31, 2007, the only project under construction is Pineapple House.




As
      of
      March 31, 2007, the real estate development operation’s backlog (outstanding
      real estate contracts for sale, excluding partial revenue already recognized
      on
      such contracts under the percentage-of-completion method) aggregated $1.4
      million, all of which is related to our Pineapple House project, which we expect
      to complete and commence closing by the end of the second quarter 2007. Since
      we
      recognize revenue using the percentage-of-completion method of accounting for
      real estate development projects, the Pineapple House backlog will be recognized
      as revenue over the life of the project. We expect that 100% of this backlog
      will be recognized as revenue during the remainder of 2007. There can be no
      assurance that settlements of condominiums subject to contracts for sale will
      occur or that construction will progress as expected.




Our
      Pineapple House project began recognizing revenue during the first quarter
      2006
      and was approximately 90% complete as of March 31, 2007.




***Operating
      Results***




Total
      operating income (loss) decreased to $(472,000) for the three months ended
      March
      31, 2007, compared to $1.9 million for the like period in 2006. Electrical
      construction operations had an operating loss of $191,000 during the three
      months ended March 31, 2007, compared to an operating income of $1.8 million
      during the three months ended March 31, 2006, a decrease of $2.0 million.
      Operating margins on electrical construction operations decreased to (2.6)%
      for
      the three months ended March 31, 2007 from 17.1% for the three months ended
      March 31, 2006. The decrease in operating margins for the three month period
      ended March 31, 2007 was largely the result of reduced productivity on several
      jobs due to clients’ transmission line clearance problems, delays in
      procurements of client furnished materials, delays in our clients processing
      permits on a timely basis and related transition costs and lost productivity
      as
      work crews were moved from one job to another.




Real
      estate development operations had an operating income of $558,000 in the three
      months ended March 31, 2007, compared to $894,000 in the three months ended
      March 31, 2006, a decrease of $336,000. Operating margins decreased to 22.7%
      for
      the three months ended March 31, 2007 from 25.5% for the three months ended
      March 31, 2006. Operating margins from real estate development operations vary
      due to the type and number of units under construction at any given time. The
      difference in operating margins for the three months ended March 31, 2007 is
      due
      to the construction design of Pineapple House, a mid-rise style requiring a
      more
      complex building foundation, versus Oak Park, a townhouse style. Since we
      historically have had only one or two projects under construction at any given
      time, operating margins can vary significantly depending upon the cost of the
      underlying land, the type of construction, location of the project and general
      market conditions. In addition, our projects are generally completed in
      approximately one year, which also influences year-to-year operating margin
      comparisons.




***Costs
      and Expenses***




Total
      costs and expenses, and the components thereof, decreased 15.2% to $10.3 million
      in the three months ended March 31, 2007 from $12.1 million in the three months
      ended March 31, 2006.




Electrical
      construction cost of goods sold decreased to $6.8 million in the three months
      ended March 31, 2007 from $8.1 million in the three months ended March 31,
      2006,
      a decrease of $1.3 million. The decrease in costs reflects the lower level
      of
      construction activities.




Real
      estate development cost of goods sold decreased to $1.7 million in the three
      months ended March 31, 2007 from $2.3 million in the three months ended March
      31, 2006. The decreased costs reflect the current stage of construction activity
      related to our new Pineapple House development as well as the decrease due
      to
      only one project currently under construction compared to two in the prior
      year
      quarter.




17


The
      following table sets forth the depreciation and amortization expense for each
      respective segment for the three months ended March 31 as
      indicated:


2007
              
              2006Electrical
                  construction
              
              $
              696,598
              
              $
              557,451Real
                  estate development
              
              
              6,445
              
              
              6,811Corporate
              
              
              39,304
              
              
              35,029Total
              
              $
              742,347
              
              $
              599,291




The
      depreciation and amortization expense was $742,000 in the three months ended
      March 31, 2007, compared to $599,000 in the three months ended March 31, 2006,
      an increase of 23.9%. The increase in depreciation expense is mainly due to
      an
      increase in capital expenditures in 2006 and the first quarter of 2007,
      primarily within the electrical construction segment. We had $2.3 million in
      capital expenditures within this segment during the quarter ended March 31,
      2007, the majority of which was for equipment upgrades and fleet expansion.




The
      following table sets forth selling, general and administrative (“SG&A”)
      expenses for each respective segment for the three months ended March 31 as
      indicated:


2007
              
              2006Electrical
                  construction
              
              $
              48,177
              
              $
              33,965Real
                  estate development
              
              
              195,933
              
              
              280,522Corporate
              
              
              806,861
              
              
              783,868Total
              
              $
              1,050,971
              
              $
              1,098,355




In
      the
      three months ended March 31, 2007, total SG&A expenses remained level at
      $1.1 million for both quarters ended March 31, 2007 and March 31, 2006.




***Income
      Taxes***




The
      following table presents our provision for income tax and effective income
      tax
      rate from continuing operations for the three months ended March 31 as
      indicated:


2007
              
              2006Income
                  taxes (benefit)
              
              $
              (133,768
              )
              $
              717,702Effective
                  income tax rate (benefit)
              
              
              (27.8
              %)
              
              38.5
              %




Our
      expected tax rate for the year ending December 31, 2007, which was calculated
      based on the estimated annual operating results for the year, is
      40.0%.




**Liquidity
      and Capital Resources**




**Working
      Capital Analysis**




Our
      primary cash needs have been for working capital and capital expenditures.
      Our
      primary sources of cash have been cash flow from operations and borrowings
      under
      our lines of credit. As of March 31, 2007 we had cash and cash equivalents
      of
      $5.5 million and working capital of $15.5 million as compared to cash and cash
      equivalents of $6.8 million and working capital of $16.3 million as of December
      31, 2006. In addition, we have $9.0 million in unused revolving lines of credit
      as of March 31, 2007. We anticipate that this cash on hand, our credit
      facilities and our future cash flows from operating activities will provide
      sufficient cash to enable us to meet our future operating needs and debt
      requirements, as well as to ensure our ability to grow.




18


**Cash
      Flow Summary**




Net
      cash
      flows for each of the three month periods ended March 31 were as
      follows:


2007
              
              2006Net
                  cash used by operating activities
              
              $
              (5,579,337
              )
              $
              (876,197
              )Net
                  cash used by investing activities
              
              
              (1,532,723
              )
              
              (656,338
              )Net
                  cash provided by financing activities
              
              
              5,804,346
              
              
              59,386Net
                  decrease in cash and cash equivalents
              
              $
              (1,307,714
              )
              $
              (1,473,149
              )




**Operating
      Activities**




Cash
      flows from operating activities are comprised of income from continuing
      operations adjusted to reflect the timing of cash receipts and disbursements
      therefrom.




Cash
      used
      in our operating activities totaled $5.6 million in the three months ended
      March
      31, 2007, compared to cash used of $876,000 from operating activities for the
      same period in 2006. Our cash flows are influenced by the level of operations,
      operating margins, the types of services we provide, as well as the stages
      of
      our projects in both the electrical construction and real estate segments.




Net
      cash
      used in the costs and estimated earnings in excess of billings on uncompleted
      contracts account within the electrical construction segment for the three
      months ended March 31, 2007 was $382,000 compared to $2.4 million for the same
      period in 2006. The increase of $4.7 million in cash used was mainly
      attributable to (i) the cash used by the change to the current period net loss
      versus net income in the prior year quarter and (ii) cash used within the real
      estate segment as we progress toward completion of the current
      project.




**Days
      of Sales Outstanding Analysis**




We
      evaluate fluctuations in our accounts receivable and costs and estimated
      earnings in excess of billings on uncompleted contracts for the electrical
      construction segment by comparing days of sales outstanding (“DSO”). We
      calculate DSO as of the end of any period by utilizing the preceding three
      months of revenues to determine sales per day. We then divide accounts
      receivable and accrued billings, net of allowance for doubtful accounts at
      the
      end of the period by sales per day to calculate DSO for accounts receivable.
      To
      calculate DSO for costs and estimated earnings in excess of billings, we divide
      costs and estimated earnings in excess of billings on uncompleted contracts
      by
      sales per day.




For
      the
      quarters ended March 31, 2007 and 2006, our DSO for accounts receivable were
      67
      and 52, respectively, and our DSO for costs and estimated earnings in excess
      of
      billings on uncompleted contracts were 34 and 31, respectively. The main reason
      for the increase in the DSO for accounts receivable for the quarter ended March
      31, 2007 is that we executed a number of larger and longer transmission line
      construction projects during 2006. These projects require a longer time to
      close
      out and bill the retainage due to required project material reconciliations
      and
      delays associated with contacting individual property owners potentially
      affected by our construction projects upon their completion. As of April 30,
      2007 we have received approximately 70% of our March 31, 2007 outstanding trade
      accounts receivable balance. In addition as of April 30, 2007, we have invoiced
      our customers for approximately 67% of the balance in costs and estimated
      earnings in excess of billings as of March 31, 2007.




**Investing
      Activities**




Net
      cash
      used in investing activities during the three months ended March 31, 2007 was
      $1.5 million compared to $656,000 for the same period in 2006. These purchases
      are mainly attributable to our electrical construction segment for the upgrading
      and replacement of equipment.




Our
      capital budget for 2007 is expected to total approximately $5.0 million, the
      majority of which is for investment in equipment upgrades and fleet expansion
      in
      the electrical construction segment. These purchases will be funded through
      our
      working capital, leases and lines of credit.




**Financing
      Activities**




Cash
      provided by financing activities during the three months ended March 31, 2007
      was $5.8 million compared to $59,000 during the same period in 2006. The
      increase in cash provided by financing activities is mainly due to the
      borrowings made within the real estate segment of $4.0 million used for the
      development of Pineapple House and borrowing under our equipment line of credit
      of $2.1 million used for capital expenditures by the electrical construction
      segment. These borrowings were partially offset by loan repayments of $217,000
      on the Equipment Loan. See note 6 of the notes to consolidated financial
      statements for more information regarding these borrowings. In addition, the
      Company repaid capital lease obligations of $77,000 during the three month
      period ended March 31, 2007. There were no capital lease obligation repayments
      during the three month period ended March 31, 2006.




19




The
      Company has paid no cash dividends on its Common Stock since 1933, and it is
      not
      expected that the Company will pay any cash dividends on its Common Stock in
      the
      immediate future.




**Forecast**




The
      Company anticipates its cash on hand, cash flows from operations and credit
      facilities will provide sufficient cash to enable the Company to meet its
      working capital needs, debt service requirements and planned capital
      expenditures for at least the next twelve months. However, the Company’s
      revenues, results of operations and cash flows as well as its ability to seek
      additional financing may be negatively impacted by factors including, but not
      limited to, a decline in demand for electrical construction services and/or
      condominiums in the markets served and general economic conditions, heightened
      competition, availability of construction materials, increased interest rates
      and adverse weather conditions.




**Contractual
      Obligations**




The
      following table summarizes the Company's future aggregate contractual
      obligations at March 31, 2007 :


Payments
                  Due By Period(in
                  thousands)Total
              
              Less
                  Than 1 Year
              
              1
                  -
                  2 Years
              
              3
                  -
                  5 Years
              
              More
                  Than 5 YearsOperating
                  leases
              
              $
              752
              
              $
              142
              
              $
              261
              
              $
              349
              
              $
              -Capital
                  leases, including interest(1)
              
              
              1,303
              
              
              403
              
              
              713
              
              
              187
              
              
              -Purchase
                  obligations and other(2)
              
              
              2,901
              
              
              2,048
              
              
              813
              
              
              40
              
              
              -Long-term
                  debt - principal(3)
              
              
              3,500
              
              
              683
              
              
              2,049
              
              
              768
              
              
              -Long-term
                  debt - interest(4)
              
              
              754
              
              
              175
              
              
              398
              
              
              154
              
              
              27Total
              
              $
              9,210
              
              $
              3,451
              
              $
              4,234
              
              $
              1,498
              
              $
              27




(1)
            Capital
                leases include agreements with Branch Banking and Trust Company as
                discussed in note 6 of the notes to the consolidated financial
                statements.




(2)
            Purchase
                obligations include only agreements to purchase goods or services
                that are
                enforceable and legally binding and that specify all significant
                terms.
                These amounts represent the employment contract of the CEO and other
                purchase obligations.




(3)
            Excludes
                $12.3 million of debt which matures within the next 12
                months.




(4)
            Includes
                approximately $29,000 per year of interest on loans against the cash
                surrender value of life insurance policies, included in other long
                term
                assets and approximately $563,000 of interest on equipment loans
                for the
                electrical construction segment (see note
                6).




**Forward-Looking
      Statements**




*We
      make “forward-looking statements” within the “safe harbor” provision of the
      Private Securities Litigation Reform Act of 1995 throughout this document.
      You
      can identify these statements by forward-looking words such as “may,” “will,”
“expect,” “anticipate,” “believe,” “estimate,” “plan,” and “continue” or similar
      words. We have based these statements on our current expectations about future
      events. Although we believe that our expectations reflected in or suggested
      by
      our forward-looking statements are reasonable, we cannot assure you that these
      expectations will be achieved. Our actual results may differ materially from
      what we currently expect. Factors that may affect the results of our electrical
      construction operations include, among others: the level of construction
      activities by public utilities; the timing and duration of construction projects
      for which we are engaged; adverse weather; our ability to estimate accurately
      with respect to fixed price construction contracts; heightened competition
      in
      the electrical construction field, including intensification of price
      competition; and the availability of skilled construction labor. Factors that
      may affect the results of our real estate development operations include, among
      others: interest rates; ability to obtain necessary permits from regulatory
      agencies; adverse legislation or regulations; ability to acquire land; the
      Company’s ability to maintain or increase historical revenues and profit
      margins; the Company’s ability to collect contracts receivable and close homes
      in backlog, particularly related to buyers purchasing homes as investments;
      availability of labor and materials and material increases in labor and material
      costs; ability to obtain additional construction financing; increases in
      interest rates and availability of mortgage financing; increases in construction
      and homeowner insurance and the availability of insurance; the level of consumer
      confidence; the negative impact of claims for contract rescission or
      cancellation by unit purchasers due to various factors including the increase
      in
      the cost of condominium insurance; adverse weather; natural disasters; changes
      in generally accepted accounting principles; the continued weakness in the
      Florida condominium market and general economic conditions, both nationally
      and
      in our region. Other important factors which could cause our actual results
      to
      differ materially from the forward-looking statements in this document include,
      but are not limited to, those discussed in this “Management’s Discussion and
      Analysis of Financial Condition and Results of Operations,” as well as those
      discussed elsewhere in this report and as set forth from time to time in our
      other public filings and public statements. In addition to the other information
      included in this report and our other public filings and releases, a discussion
      of factors affecting our business is included in our Annual Report on Form
      10-K
      for the year ended December 31, 2006 under “Item 1A. Risk Factors” and should be
      considered while evaluating our business, financial condition, results of
      operations and prospects.*




20




*You
      should read this report completely and with the understanding that our actual
      future results may be materially different from what we expect. We may not
      update these forward-looking statements, even in the event that our situation
      changes in the future. All forward-looking statements attributable to us are
      expressly qualified by these cautionary statements.*




**Item
      3. Quantitative and Qualitative Disclosures about Market Risk.**




The
      Company and its subsidiaries are exposed to certain market risks from
      transactions that are entered into during the normal course of business. The
      Company’s primary market risk exposure is related to interest rate risk. At
      March 31, 2007, we performed sensitivity analyses to assess the potential effect
      of this risk and concluded that a hypothetical change in the interest rates
      of
      100 basis points (i.e., 1%) would not materially affect our financial position,
      results of operations or cash flows.




**Item
      4T. Controls and Procedures.**




**Evaluation
      of Disclosure Controls and Procedures**




We
      maintain disclosure controls and procedures that are designed to ensure that
      information required to be disclosed in the reports that we file or submit
      under
      the Securities Exchange Act of 1934, as amended, is recorded, processed,
      summarized and reported within the time periods specified in the rules and
      forms
      of the SEC, and that such information is accumulated and communicated to our
      management timely. An evaluation was performed under the supervision and with
      the participation of our management, including John H. Sottile, our Chief
      Executive Officer and Stephen R. Wherry, our 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 of March
      31, 2007. Based upon that evaluation, our management, including our Chief
      Executive Officer and our Chief Financial Officer, concluded that our disclosure
      controls and procedures were effective as of March 31, 2007.


**Changes
        in Internal Controls over Financial Reporting**




No
      changes in our internal controls over financial reporting occurred during the
      first quarter of 2007 that have materially affected, or are reasonably likely
      to
      materially affect, our internal controls over financial reporting.




Based
      on
      current regulations, Section 404 of the Sarbanes-Oxley Act will require our
      management to provide an assessment of the effectiveness of our internal control
      over financial reporting as of December 31, 2007, and our independent registered
      public accounting firm will be required to audit the effectiveness of internal
      control over financial reporting as of December 31, 2008. We are in the process
      of performing the necessary system and process documentation in preparation
      for
      the evaluation and testing required for management to make this assessment
      and
      for our independent registered public accounting firm to provide their
      attestation report. We have not completed this process or our assessment, and
      this process will require significant amounts of management time and resources.
      In the course of evaluation and testing, we may identify deficiencies that
      will
      need to be addressed and remedied.




21




**Limitations
      of the Effectiveness of Controls**




A
      control
      system, no matter how well conceived and operated, can provide only reasonable
      assurance, not absolute assurance that the objectives of the control system
      are
      met. Because of inherent limitations in all control systems, no evaluation
      of
      controls can provide absolute assurance that all control issues, if any, within
      a company have been detected. These inherent limitations include the realities
      that judgments in decision-making can be faulty and that breakdowns can occur
      because of simple error or mistake. Additionally, controls can be circumvented
      by the individual acts of some persons, by collusion of two or more people
      or by
      management override of the controls. The design of any system of controls is
      also based in part upon certain assumptions about the likelihood of future
      events, and there can be no assurance that the design will succeed in achieving
      its stated goals under all potential future conditions; over time, controls
      may
      become inadequate because of changes in conditions, or the degree of compliance
      with policies and procedures may deteriorate. Because of the inherent
      limitations in a cost-effective control system, misstatements due to error
      or
      fraud may occur and not be detected. Accordingly, our disclosure controls and
      procedures are designed to provide reasonable, not absolute, assurance that
      the
      objectives of our disclosure control system are met and, as set forth above,
      our
      CEO and CFO have concluded, based on their evaluation, that our disclosure
      controls and procedures were effective as of March 31, 2007 to provide
      reasonable assurance that the objectives of the disclosure control system were
      met.




**PART
      II. OTHER INFORMATION**




**Item
      1. Legal Proceedings**




**Environmental**




For
      information in response to this Item, see the discussion regarding the special
      notice letter the Company received from the EPA regarding the Anderson-Calhoun
      mine/mill site in note 5 of notes to the consolidated financial statements
      in
      this Form 10-Q.




**Item
      1A. Risk Factors**




There
      have been no material changes from the risk factors previously disclosed in
      our
      Annual Report on Form 10-K for the year ended December 31, 2006.




**Item
      2. Unregistered Sales of Equity Securities and Use of
      Proceeds**




The
      following table sets forth information on a monthly basis regarding our
      purchases of our Common Stock during the first quarter of 2007:


**Issuer
                  Purchases of Equity Securities**Period
              
              Total
                  Number of Shares Purchased
              
              Average
                  Price Paid per Share
              
              Total
                  Number of Shares Purchased as Part of Publicly Announced Plans
                  or
                  Programs(1)
              
              Maximum
                  Number of Shares that May Yet Be Purchased Under the Plans or
                  Programs01/1/07-01/31/07
              
              
              -
              
              $
              -
              
              
              -
              
              
              1,154,94002/1/07-02/28/07
              
              
              -
              
              
              -
              
              
              -
              
              
              1,154,94003/1/07-03/31/07
              
              
              -
              
              
              -
              
              
              -
              
              
              1,154,940Total
              
              
              -
              
              $
              -
              
              
              -
              
              
              1,154,940




(1)
            Since
                September 17, 2002, we have had a stock repurchase plan which, as
                last
                amended by the Board of Directors on May 25, 2006, permits the purchase
                of
                up to 3,500,000 shares until September 30, 2007. We may repurchase
                our
                shares either in the open market or through private transactions.
                The
                volume of the shares to be repurchased is contingent upon market
                conditions and other factors. As of March 31, 2007, the total number
                of
                shares repurchased under the Repurchase Plan was 2,345,060 at a cost
                of
                $1,289,467 (average cost of $0.55 per share) and the remaining number
                of
                shares available to be repurchased under the Repurchase Plan is 1,154,940.




22




**Item
      6. Exhibits**




*31-1
            Certification
                Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, 15 U.S.C.
                Section 7241*31-2
            Certification
                Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, 15 U.S.C.
                Section 7241*32-1
            **Certification
                Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C.
                Section 1350*32-2
            **Certification
                Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C.
                Section 1350





*
      Filed
      herewith.





**
      These
      exhibits are intended to be furnished in accordance with Regulation S-K Item
      601(b)(32)(ii) and shall not be deemed to be filed for purposes of Section
      18 of
      the Securities Act of 1934 or incorporated by reference into any filing under
      the Securities Act of 1933, except as shall be expressly set forth by specific
      reference.


23


**SIGNATURES**




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




**THE
              GOLDFIELD
              CORPORATION**Dated: May 15, 2007
            By:
            /s/
              **JOHN
              H. SOTTILE**John
                H. SottileChairman
                of the Board, President and Chief Executive Officer (Principal
                Executive Officer)


/s/**STEPHEN
                  R. WHERRY**Stephen
                    R. WherrySenior
                    Vice President, Chief Financial Officer, Treasurer and Assistant
                    Secretary (Principal Financial and Accounting
                    Officer)
 24