**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


Washington,
      D.C. 20549


__________________





**FORM
      10-KSB**


__________________





Annual
      Report Pursuant to Section 13 or 15(d) of the Securities


Exchange
      Act of 1934


For
      the
      Fiscal Year Ended December 31, 2006


__________________





Commission
      File No. 1-10927





SIMTROL,
      INC.





A
      Delaware Corporation


(IRS
      Employer Identification No. 58-2028246)


2200
      Norcross Parkway Suite 255


Norcross,
      Georgia 30071


(770)
      242-7566





Securities
      Registered Pursuant to Section 12(b)


of
      the
      Securities Exchange Act of 1934:





None





Securities
      Registered Pursuant to Section 12(g)


of
      the
      Securities Exchange Act of 1934:





Common
      Stock, $.001 par value per share





Check
      whether the issuer (1) has filed all reports required to be filed by Section
      13
      or 15(d) of the Exchange Act during the past 12 months (or for such shorter
      period that the registrant was required to file such reports), and (2) has
      been
      subject to such filing requirements for the past 90 days. Yes x     
No o





Check
      if
      there is no disclosure of delinquent filers in response to Item 405 of
      Regulation S-B contained in this form, and no disclosure will be contained,
      to
      the best of registrant's knowledge, in definitive proxy or information
      statements incorporated by reference in Part III of this Form 10-KSB or any
      amendment to this Form 10-KSB. o





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act). Yes o      No x





The
      registrant’s revenues for the fiscal year ended December 31, 2006 were
      $224,692.





The
      aggregate market value of the shares of common stock held by non-affiliates
      of
      the registrant was approximately $7,798,586, based on the closing price of
      the
      registrant's common stock as quoted on the Over The Counter Bulletin Board
      on
      April 14, 2007. For the purposes of this response, officers, directors and
      holders of 5% or more of the registrant's common stock are considered to be
      affiliates of the registrant at that date.





The
      number of shares outstanding of the registrant's common stock as of April 14,
      2007: 5,760,304 shares of $.001 par value common stock.





DOCUMENTS
      INCORPORATED BY REFERENCE









Portions
      of the definitive Proxy Statement pertaining to the 2007 Annual Meeting of
      Shareholders, only to the extent expressly so stated herein, are incorporated
      herein by reference into Part III.





Transitional
      Small Business Disclosure Format (check one): Yes o      No x





2




PART
      I





FORWARD-LOOKING
      STATEMENTS





This
      report contains forward-looking statements within the meaning of the federal
      securities laws. Forward-looking statements are those that express management’s
      views of future events, developments, and trends. In some cases, these
      statements may be identified by terminology such as "may," "will," "should,"
      "expects," "plans," "intends," "anticipates," "believes," "estimates,"
      "predicts," "potential," or "continue" or the negative of such terms and other
      comparable expressions. Forward-looking statements include statements regarding
      our anticipated or projected operating performance, financial results,
      liquidity, and capital resources. These statements are based on management’s
      beliefs, assumptions, and expectations, which in turn are based on the
      information currently available to management. Information contained in these
      forward-looking statements is inherently uncertain, and our actual operating
      performance, financial results, liquidity, and capital resources may differ
      materially due to a number of factors, most of which are beyond our ability
      to
      predict or control. Factors that may cause or contribute to such differences
      include, but are not limited to, our ability to compete successfully in our
      industry and to continue to develop products for new and rapidly changing
      markets, and the other risks described under the caption “Factors Affecting
      Future Performance” in Item 1 of this Report.





**ITEM
      1. DESCRIPTION OF BUSINESS.**





**History**





We
      were
      incorporated under the laws of the State of Delaware on September 19, 1988.
      From
      1990 to 2001, we primarily designed, manufactured, marketed and supported
      hardware-based command and control systems, including videoconferencing systems.
      In September 2001 we changed our name from VSI Enterprises, Inc. to Simtrol,
      Inc.





**General**





We
      design, develop and market Windows-based software solutions that enable the
      command, control and monitoring of otherwise incompatible electronic devices,
      particularly corporate audiovisual (“AV”) assets. Our end-to-end solutions are
      designed to provide Fortune 1000 corporations, government entities and other
      end
      users a cost-effective solution to simplify the automation and integration
      of AV
      and information technology (“IT”) assets.





Over
      the
      past five years, we have focused our resources to develop proven software
      technologies to meet the growing demand for PC-based control systems. The
      resulting ONGOER TM and
      OnGuard solutions have the benefit of being less expensive, more customizable,
      and more compatible with existing technology infrastructure than the
      hardware-based solutions of our historical competitors, AMX Corporation and
      Crestron Electronics, Inc. Our solutions also provide easy scalability, as
      customers only need to add additional PCs or servers to provide additional
      processing power, rather than purchase large-scale proprietary hardware
      controllers and touch panels. In addition, much of our sales focus has been
      in
      AV meeting rooms of large corporations and government agencies, healthcare,
      and
      in law enforcement where there are usually existing PCs, because adding our
      software to these PCs is a compelling cost savings versus adding
      closed-architecture hardware. We believe our Windows-based products are very
      well suited to meet this demand.





Our
      principal executive offices are located at 2200 Norcross Parkway, Suite 255,
      Norcross, Georgia 30071 and our telephone number is (770) 242-7566.





**Recent
      Developments**





On
      February 15, 2006, Simtrol formed a joint venture with Integrated Digital
      Systems, LLC (“IDS”), an integrator based in Livonia, Michigan, to develop and
      sell a judicial arraignment software solution based on the success of a
      deployment in Oakland County, Michigan. The new joint venture, Justice Digital
      Solutions L.L.C., a Michigan limited liability company ("JDS"), was
      headquartered in Michigan, with its development staff and testing center located
      in Norcross, Georgia.




3




Under
      the
      JDS operating agreement, IDS and Simtrol each owned fifty percent of JDS.





IDS
      contributed to JDS all of IDS’ interest in a software license agreement between
      IDS and the County of Oakland, Michigan Constitutional Corporation, including
      the exclusive worldwide rights to copy, modify, market, distribute, and
      sublicense the software developed pursuant to the software license agreement
      (the “OakVideo Software”). Simtrol contributed to JDS a non-exclusive,
      worldwide, royalty-free license to integrate, copy, modify, market, distribute
      and sublicense Simtrol’s ONGOER and OnGuard software for use with and into the
      OakVideo Software, and Simtrol transferred to JDS any and all exclusive
      worldwide rights to copy, modify, market, distribute, and sublicense certain
      digital court recording software under development by us. JDS initially launched
      a judicial arraignment solution, called Curiax Arraigner TM ,
      based
      on the integration of our products with the OakVideo Software during
      2006.





On
      November 28, 2006, we signed an agreement to acquire the remaining fifty percent
      (50%) membership interest in JDS from IDS. Following the acquisition the Company
      owns 100% of JDS.





In
      partial consideration for the transfer of the membership interest in JDS from
      IDS to us, we will issue 500,000 restricted shares of our common stock to IDS
      according to the following installment schedule:





·
            200,000
                restricted common shares of our capital stock to IDS on November
                28,
                2006;





·
            100,000
                restricted common shares of our capital stock to IDS on November
                22,
                2007;





·
            100,000
                restricted common shares of our capital stock to IDS on November
                22, 2008;
                and





·
            100,000
                restricted common shares of our capital stock to IDS on November
                22,
                2009.





In
      partial consideration for the transfer of the membership interest in JDS from
      IDS to us, JDS will pay IDS five percent of the gross revenues of JDS, from
      whatever source derived, during calendar years 2007 and 2008, and two and
      one-half percent of the gross revenues of JDS during calendar year
      2009.





In
      conjunction with the above transaction, JDS is required to pay IDS a total
      of
      $80,000 represented by 100% of the initial $40,000 and 50% of the next $80,000
      to be received from a pre-existing customer.




*Funding
      of Operations*





As
      of
      December 31, 2006, we had a cash overdraft of $1,420. We have relied on periodic
      investments in the form of common stock, convertible debt, and notes payable
      since the fourth quarter of 2001 to sustain our operations. In March 2007,
      we
      completed the sale of $3,525,000 of securities in a private placement of 4,700
      units (at $750 per unit) consisting of one share of Series B Convertible
      Preferred Stock and one warrant to purchase 2,000 shares of our common stock
      at
      an exercise price of $0.375 per share. Each share of Series B Convertible
      Preferred Stock has a conversion price of $0.375 per share (1 Series B
      Convertible Preferred share equals 2,000 shares of common stock). The warrants
      have three-year terms. We intend to file a resale registration statement on
      Form
      SB-2 to register the common stock underlying the Series B Convertible Preferred
      Stock and the warrants in the private placement. We currently require
      substantial amounts of capital to fund current operations and the continued
      development and deployment of our ONGOER and OnGuard product lines as well
      as
      its Curiax Arraigner product. In June 2006, two of our directors exercised
      options to purchase 625,000 shares in aggregate for total proceeds to us of
      $250,000. We also issued a $37,000 note payable to one member of the board
      of
      directors on June 9, 2006. On June 30, 2006, we repaid the note plus the accrued
      interest at the rate of 10% per annum. We also issued notes payable of $379,000
      to one member of the board of directors during 2006. At December 31, 2006,
      these
      notes plus $8,351 of accrued interest were outstanding.





As
      we have not been profitable during any year in our history nor have we created
      positive cash flows from operations, these matters raise substantial doubt
      about
      our ability to continue as a going concern. The accompanying financial
      statements have been prepared on a going concern basis, which contemplate the
      realization of assets and satisfaction of liabilities in the normal course
      of
      business. The financial statements do not include any adjustments relating
      to
      the recoverability of the recorded assets or the classification of the
      liabilities that might be necessary should we be unable to continue as a going
      concern.




4




**Products**





IT
      professionals have long managed corporate assets such as PCs, servers and
      routers. During the past few years, most AV products became IP addressable
      - a
      requirement from IT professionals that wish to manage the AV devices with the
      same power and flexibility they use to manage IT assets. IT departments demand
      that these devices tie into their existing IT network and wish to use global
      IT
      tools such as IBM’s NetView, HP’s OpenView, or Computer Associates’ Unicenter to
      monitor and manage them. ONGOER and OnGuard complement OpenView, NetView and
      Unicenter by passing valuable health/status information to them. IT
      professionals need a product to control the devices locally and remotely
      (ONGOER) and a product to monitor/manage/diagnose the devices remotely
      (OnGuard). Our products support these needs while using industry standard PC
      technology.





The
      hardware supported by our software is based on the open PC market and comes
      from
      a variety of companies. Our integration and OEM partners choose from many
      familiar brands to receive high quality and competitive pricing and our approach
      takes advantage of this high-quality, low-price, and easily available hardware.
      PC equipment vendors are able to offer tremendous value because of the enormous
      economies of scale inherent in the PC marketplace. Our partners are not locked
      into expensive, proprietary controllers, touch panels and connectivity hardware
      from AMX and Crestron.





ONGOER
      is
      computer-based general-purpose device control middleware running as a system
      service on a Windows 2000 and onward platform. ONGOER can control any device
      using a variety of interfaces, including TCP/IP, IR, IO, Relays, Serial (RS232,
      RS422 and RS485), Lanc, and USB. With ONGOER, users can leverage commodity,
      off-the-shelf PC hardware to create high-quality, affordable solutions.





ONGOER
      control software communicates with the devices in the meeting room as well
      as
      the OnGuard monitoring software on the server. Devices are controlled locally
      as
      part of the room application or remotely as a help desk application. Health
      and
      status information of all devices is tracked real time and proactive alarms
      (email or text pages to wireless devices such as pagers or cell phones) are
      sent
      to service personnel.





Simtrol’s
      software-based approach allows flexibility regarding hardware and development
      environment. Architecturally, application developers have the capability to
      write their graphical user interfaces or applications in various programming
      environments such as .NET, Visual Basic, C++, C#, Flash 8, Java, or Builder
      (Simtrol’s development environment for simple solutions). The application or GUI
      is then displayed on a commodity touch screen and/or mobile device for end-user
      use. Because ONGOER uses TCP/IP for command and control signaling,
      administrative and diagnostic functions are available via network-based
      diagnostics tools.





OnGuard
      is server-based asset management and monitoring software. The OnGuard Server
      connects to ONGOER via standard TCP/IP networking and monitors devices at remote
      locations. OnGuard displays information about device health and status via
      a
      standard browser interface. Technicians may log in from any place at any time
      using standard web browsers to view the entire device control network at a
      glance.





Curiax
      Arraigner is a web-based client-server, document management system tailored
      for
      law enforcement and judicial system users, with a unique videoconferencing
      and
      device control and monitoring element. Overcrowded
      courts create dangerous, costly logistical problems for transporting prisoners
      and inefficient systems prevent police from being on the street protecting
      citizens. Curiax Arraigner allows jurisdictions to a • void
      the need to transport prisoners to courthouse for arraignment by integrating
      multipoint videoconferencing, court recording, and data workflow and document
      management into a unified platform.





**Proprietary
      Technology**





We
      regard
      our ONGOER, OnGuard, and Curiax Arraigner software as proprietary and have
      implemented protective measures of both a legal (copyright) and practical
      nature. We derive considerable practical protection by supplying and licensing
      only a non-modifiable run-time version to our customers and keeping confidential
      all versions that can be modified. By licensing the software rather than
      transferring title we, in most cases, have been able to incorporate restrictions
      in the licensing agreements, which impose limitations on the disclosure and
      transferability of the software. No determination has been made as to the legal
      or practical enforceability of these restrictions, or the extent of customer
      liability for violations. We have also used trademarks for our
      ONGOER TM control
      software and Curiax Arraigner TM arraignment software due to their unique natures.




5




**Product
      Development Strategies**





The
      AV
      world and the IT world are converging, with more and more devices becoming
      network enabled. Like PCs and servers, we believe IT departments will demand
      AV
      products (projectors, audio processors, video codecs, video switchers, cameras,
      electronic whiteboards, etc.) be accessible on a corporate network, where they
      can be controlled, managed and monitored from centralized and/or remote
      locations. ONGOER and OnGuard install on PCs and servers, and support a product
      architecture that allows them to control, monitor and manage any device
      connected to them via the network.





**Markets**





Based
      on
      the long-term objective of becoming the industry standard software for
      controlling and monitoring AV devices, management has developed a sales and
      marketing strategy to aggressively pursue two vertical markets with the
      company’s products: healthcare (particularly advanced operating rooms) and law
      enforcement (particularly digital
      arraignments and warrants).





Simtrol’s
      core value to operating room companies is the replacement of proprietary
      architecture with open PC architecture to control and monitor all OR devices.
      This provides more technical flexibility, better scalability and a simpler
      design while lowering costs.





Pre-trial
      proceedings involve the costly and dangerous logistical problems of transporting
      prisoners and moving documents across multiple agencies using antiquated methods
      that can result in lost documentation, risk to public safety, and inefficiency
      at taxpayer expense. Curiax Arraigner helps law enforcement officials avoid
      transporting prisoners to the courthouse for arraignment by integrating
      multipoint videoconferencing, court recording, data workflow, and document
      management into a unified platform.





**Competition**





We
      primarily compete with two companies in the AV control and monitory market,
      both
      of which have significantly greater resources and market share. Both companies
      offer control solutions based on proprietary hardware and software. We offer
      control solutions utilizing open PC technology.





Our
      two major competitors in the AV control systems market are AMX® and Crestron Electronics, who combined
      currently have close
      to
      100% of the sales in this market.





AMX,
      headquartered in Richardson,
      Texas, was established in 1982. This company employs about 400 people, with
      dealers and distributors in 40 countries. AMX has a strong foothold in Fortune
      500 companies. Typical AMX applications include control of devices in corporate
      boardrooms, meeting facilities, professional sporting arenas, museums, hospital
      operating rooms, transportation systems, and schools.





Headquartered
      in Rockleigh, New Jersey, Crestron designs and manufactures control and
      automation systems for corporate, industrial, educational, and residential
      markets.





Both
      Crestron and AMX offer hardware-based control systems, the cores of which are
      proprietary controllers fitted
      with proprietary cards and connectors manufactured by or for them, and running
      proprietary operating systems. These proprietary controllers communicate with
      controlled devices by means of code written in proprietary languages (each
      company has developed its own). Integrators who re-sell systems from each of
      these companies must send their technical personnel to training courses offered
      by the companies themselves and by several independent
      organizations.





Because
      ONGOER is a software-based control system designed to run on commodity hardware,
      we believe we have several advantages over AMX and Crestron. The PC industry
      is
      a vast marketplace with enormous economies of scale. Computer hardware including
      touch screens, wireless Smart Displays, and serial ports are extremely powerful
      and inexpensive. Innovative and wireless network-enabled devices are regularly
      introduced into the mass PC market. There are advantages for end customers
      in
      familiarity and cost compared to proprietary, hardware-based control
      systems.




6




End
      customers are also demanding a new breed of proactively monitored control
      solutions. Traditional control systems companies are reacting by introducing
      PC-like services and *interfaces* to PCs
      and innovative PC wireless Smart Displays. These PC-like services cannot compete
      in terms of price and performance with the much larger PC
      marketplace.





Traditional
      control systems position themselves to be the central technology and view the
      PC
      as an "important device." We believe the PC is the central technology and view
      traditional hardware control boxes as a declining technology.





We
      are
      not currently aware of any competitors providing a unified digital arraignment
      product similar to our Curiax Arraigner product.





**Factors
      Affecting Future Performance**





The
      following summarizes certain of the risks inherent in our business:





*We
      have limited resources available to service our existing indebtedness and
      limited sources of additional working capital.*





The
      degree to which we are leveraged could have important consequences. For example,
      it could:





·
            make
                it more difficult for us to obtain additional financing for working
                capital, capital expenditures and other general corporate
                purposes;


·
            place
                us at a relative competitive disadvantage to our less highly leveraged
                competitors; or


·
            make
                us more vulnerable to economic
                downturns.





We
      currently have no credit lines available and must satisfy all of our working
      capital and capital expenditure requirements from cash provided by operating
      activities, from external capital sources or from the sale of
      assets.





Our
      long-term viability, as well as our ability to meet our future capital
      commitments, depends on our financial and operating performance, which is
      subject to, among other things, prevailing economic conditions and to certain
      other financial, business and other factors beyond our control. We require
      additional capital or other funding to finance our operations, as we do not
      generate sufficient cash from operations to sustain our operations. If we are
      unable to attain sufficient funding, we will not be able to continue to operate.
      We can not assure you that projected sales will occur and, therefore, that
      our
      operating results or other financing activities will be sufficient to meet
      debt
      and other obligations and future working capital needs.





*We
      may not be able to achieve or sustain profitability.*





After
      19
      years of operations, we have not reported any profits for a full year of
      operations and, as of December 31, 2006, we had an accumulated deficit of $65.4
      million. We may not be able to achieve or sustain profitability in the future,
      as sales of our ONGOER product have not proven to be sufficient to fund our
      operations. As a result, we may incur additional losses and negative cash flow
      from operations for the foreseeable future.





*If
      we fail to secure sufficient capital or fail to create a strong marketing
      support team, then our efforts to penetrate new markets could fail, resulting
      in
      decreased cash flow.*





Expanding
      our presence in the audiovisual command and control market will require capital
      for further software product development and the creation of new sales channels.
      The inability to secure sufficient capital or the failure to create a strong
      sales channel/marketing support organization could result in a failed effort
      to
      penetrate these new markets and adversely affect operating results and cash
      flow.





*We
      depend on purchases from a few significant customers and any loss, cancellation,
      or reduction of purchases by these customers could harm our
      business.*




7




We
      currently sell control and monitoring software and service previously sold
      videoconferencing systems for a small number of major customers. During the
      year
      ended December 31, 2006, approximately 80% of our revenue was from five
      customers. Further, we do not have long-term contracts with these or any of
      our
      other customers, so our customers could stop purchasing our products at any
      time. The loss of any of our major customers, or any reduction in purchases
      by
      these customers, could significantly harm our business.





*If
      we
      cannot attract, retain, train or manage our key management or technical
      personnel effectively, our ability to develop and sell new products could be
      hindered, resulting in a reduction in sales.*





Our
      development, management of our growth and other activities depend on the efforts
      of key management and technical employees. Competition for such persons is
      intense. Because we do not have long-term employment agreements with our key
      management personnel or technical employees, we could lose one or more of our
      key management or technical personnel, which could result in significant harm
      to
      our business. Our future success is also dependent upon our ability to
      effectively attract, retain, train, motivate and manage our employees and
      failure to do so could hinder the development and marketing of our products
      and
      result in a reduction in sales and our customers could shift their purchases
      to
      our competitors.





*Fluctuations
      in our quarterly performance could adversely affect our total revenues and
      net
      income levels.*





Our
      revenues have historically occurred predominantly in the third month of each
      fiscal quarter. Accordingly, our quarterly results of operations are difficult
      to predict and delays in the closing of sales near the end of the quarter could
      cause quarterly revenues and, to a greater degree, operating and net income
      to
      fall substantially short of anticipated levels. Our total revenues and net
      income levels could also be adversely affected by:





·
            cancellations
                or delays of orders,


·
            changes
                in customer base or product mix,


·
            seasonal
                patterns of capital spending by
                customers,


·
            delays
                in purchase decisions due to new product announcements by us or our
                competitors, and


·
            increased
                competition and reductions in average selling
                prices.





*Our
      PC-based control system is unproven technology and may not be accepted by the
      industry.*





There
      is
      no industry standard for the control of AV systems. Generally, the market is
      dominated by proprietary, closed-architecture control systems by manufacturers
      such as AMX and Crestron. Our open-architecture, PC-based control system, which
      we believe is superior and provides greater flexibility for end-users than
      the
      traditional proprietary systems, is a relatively new technology for the market.
      Given the relatively short operating history of such PC-based systems, it is
      impossible to determine at this time whether or not PC-based systems will gain
      wide acceptance in the marketplace. To increase our sales, we must establish
      a
      greater presence in the AV system control market by convincing AV integrators
      and IT Managers and ultimately end-users, to utilize a PC-based control system
      rather than the traditional proprietary systems. There can be no assurance
      that
      use of PC-based control systems, such as our ONGOER TM ,
      will be
      accepted by the industry. If the use of PC-based AV control systems is not
      accepted in the marketplace or if another industry standard is adopted, our
      projected sales will not materialize, thereby causing potentially poor financial
      performance.





*We
      rely on third parties for the sale of our products.*





Sales
      of
      our ONGOER TM and
      OnGuard products are primarily made through third-party OEMs and AV integrators.
      Generally, we do not have initial access to the end-users of AV systems in
      the
      marketplace and must, therefore, rely on third parties for the distribution
      and
      sale of our products. We have entered into dealer agreements with third-party
      OEM and AV integrators, such as Telaid and IBM Global Services, for the sale
      of
      our products. However, such agreements are non-exclusive and such third parties
      may, therefore, also sell products that directly compete with ours. In addition,
      such agreements may be terminated at any time. If our relationships with such
      third-party OEMs and AV integrators were terminated, we would have to seek
      a new
      distribution channel for our products, which would potentially have a material
      adverse effect on our operations.




8




*We
      may be unable to accurately evaluate our business and to forecast our prospects,
      which may prevent us from meeting the product demands of our potential customers
      in a timely manner.*





It
      is difficult to forecast our future revenues accurately and to plan future
      operating expenses. The revenue and income potential of our products and
      business are largely unproven. Although proprietary, closed-architecture AV control systems have
      been
      sold successfully, the PC-based AV control system is largely unproven. Our
      ability to license our ONGOER software
      and achieve success will depend on, among other things, the level of demand
      for
      PC-based control systems and our capacity to meet demand and performance
      standards of our prospective clients.





*We
      may not be able to maintain or improve our competitive position because we
      face
      intense competition in the AV control system market from existing competitors
      with far greater technical and financial resources and other companies may
      enter
      the marketplace in the future.*





Competition
      in the command and control and video communications markets is intense. In
      the
      command and control market, our primary competitors are AMX, Inc. and Crestron
      Electronics, Inc. We compete with AMX and Crestron on features such as ease
      of
      use, scalability and price. Although we feel that our PC-based system is
      superior to the proprietary systems developed by AMX and Crestron in each of
      these areas, we do not have the name recognition in the industry that is
      currently enjoyed by AMX and Crestron, which may result in fewer sales of our
      products. In addition, both AMX and Crestron have greater financial and
      personnel resources than we do. Given their market share, resources and
      reputation, if either or both of these companies choose to develop a PC-based
      control system, it could have a serious adverse effect on our results of
      operations. In addition, as use of AV systems becomes more widespread in both
      businesses and homes, we expect other competitors, some with significantly
      greater technical and financial resources such as Microsoft, to enter the
      marketplace. If any such competitors choose to develop their own PC-based
      control systems, rather than licensing software from us, it could have a serious
      adverse effect on our sales. If we cannot continue to offer new command and
      control and videoconferencing products with improved performance and reduced
      cost, our competitive position will erode. Moreover, competitive price
      reductions may adversely affect our results of operations.





*Our
      success will depend in part upon our ability to safeguard our proprietary
      software.*





We
      rely
      on a combination of patents, copyrights, trade secret laws and licensing
      agreements to protect the proprietary software that we have developed as part
      of
      our business. There can be no assurance that these measures taken by us will
      provide significant proprietary protection of our intellectual property or
      that
      competitors will not be able to legitimately ascertain proprietary information
      embedded in our products which are not covered by such measures. In such case,
      we may be precluded from preventing our competitors from making use of such
      information.




There
      are
      no pending lawsuits or claims against us regarding infringement of any existing
      patents, copyrights or other intellectual property rights of others. There
      can
      be no assurance, however, that such infringement claims will not be asserted
      in
      the future, nor can there be any assurance, if such claims are made, that we
      will be able to defend such claims successfully or, if necessary, obtain
      licenses on reasonable terms. Adverse determinations in any litigation naming
      us
      could subject us to significant liabilities to third parties, require us to
      seek
      licenses from third parties and prevent us from selling our products. The
      occurrence of any of these events could have a material adverse effect on us.





We
      will
      also rely on unpatented or copyrighted trade secrets and propriety know-how.
      We
      generally require our employees, consultants, advisors and prospective partners
      to enter into confidentiality agreements. There is no assurance, however, that
      these agreements will protect any current or future proprietary information
      or
      that others will not gain access to or independently develop similar trade
      secrets or know-how. Our competitive position and amount of potential future
      income will depend in part upon our ability to obtain and maintain copyright
      and
      other intellectual property protection in various jurisdictions for proprietary
      technologies, existing products and products we may develop in the
      future.





*If
      necessary licenses of third-party technology become unavailable to us or become
      very expensive, it could adversely impact our business.*





We
      currently license technology for use in our ONGOER product and may, from time
      to
      time, be required to license additional technology from third parties to develop
      new applications or application enhancements. We cannot assure you that
      third-party licenses will be available to us on commercially reasonable terms,
      if at all. The inability to obtain any third-party license required to develop
      new applications and application enhancements could require us to obtain
      substitute technology of lower quality or performance standards or at greater
      cost, either of which could have an adverse effect on our business.




9




*Our
      success will depend on our ability to adapt to rapid technological
      change.*





The
      AV
      industry typically experiences rapid technological change, changing market
      conditions and customer demands and the emergence of new industry standards
      and
      practices that could render our products obsolete. Our future success will
      substantially depend on our ability to enhance our products and services,
      develop new services and proprietary technology and respond to technological
      advances in a timely and cost-effective manner. The development of additional
      products and other proprietary information entails significant technical and
      business risk. There can be no assurance that we will succeed in developing
      and
      using new technologies or in adapting our technology and systems to meet
      emerging industry standards and customer requirements. If we are unable, for
      technical, legal, financial, or other reasons, to adapt in a timely manner
      in
      response to changing market conditions or customer requirements, or if our
      new
      products and services do not achieve market acceptance, our business, financial
      condition and results of operations would be materially adversely
      affected.





*The
      lack of a developed trading market may make it difficult to sell our
      securities.*





Trading
      of our common stock is conducted on the OTC Bulletin Board. Trading activity
      in
      our common stock has fluctuated and at times been limited. We cannot guarantee
      that a consistently active trading market will develop in the future. A holder
      of our common stock may find it difficult to dispose of or to obtain quotations
      as to the market value of our common stock.





*The
      market price for our common stock may be volatile.*





The
      market price for our common stock could be subject to significant fluctuations
      in response to variations in quarterly operating results, announcements of
      technological innovations or new products by us or our competitors, or our
      failure to achieve operating results consistent with any securities analysts’
projections of our performance.





*Our
      common stock is subject to “penny stock” regulations and restrictions on initial
      and secondary broker-dealer sales.*





The
      Securities and Exchange Commission (“SEC”) has adopted regulations which
      generally define “penny stock” to be any listed, trading equity security that
      has a market price less than $5.00 per share or an exercise price of less than
      $5.00 per share, subject to certain exemptions. Penny stocks are subject to
      certain additional oversight and regulatory requirements. These requirements
      may
      restrict your ability to sell our common stock.





**Research
      and Development**





Our
      product engineering, including our costs associated with design and
      configuration of fully developed systems for particular customer applications,
      is accounted for in our financial statements as research and development
      expenses. During the year ended December 31, 2006 our expenditures for research
      and development of new products or new components for our ONGOER and OnGuard
      products totaled $416,982, a decrease of 5% from the total expenditures of
      $437,374 in 2005.





**Employees**





As
      of
      December 31, 2006, we employed nine persons full time, including two executive
      officers. Of the full-time employees who were not executive officers, three
      were
      engaged in research and development, two in service, one in sales, and one
      in
      information systems. Employee relations are considered good and we have no
      collective bargaining contracts covering any of our employees.





**ITEM
      2.** **DESCRIPTION
      OF PROPERTY** **.**




10




We
      maintain our executive and sales offices in 6,400 square feet of leased office
      and warehouse space in Norcross, Georgia, under a 12-month lease extension,
      which expires in August 2007. Monthly rent is approximately $3,800 including
      common area maintenance charges, taxes, and insurance.





We
      believe that our current facilities are adequate for our current
      requirements.





**ITEM
      3. LEGAL PROCEEDINGS.**





We
      are
      not party to any pending legal proceedings.





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





Not
      applicable.





**PART
      II**





**ITEM
      5. MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS, AND SMALL BUSINESS
      ISSUER PURCHASES OF EQUITY SECURITIES.**





From
      January 1, 2002 to May 21, 2003, our common stock traded on the OTC Bulletin
      Board under the symbol “SMOL.” Our common stock traded on the Pink Sheets under
      the symbol “SMOL” from May 22, 2003 to May 6, 2004. From May 7, 2004 to June 17,
      2004, our common stock traded on the Pink Sheets under the symbol “SMRL.” On
      June 18, 2004, our common stock began trading on the OTC Bulletin Board under
      the symbol “SMRL”, where it currently trades.





The
      following table sets forth the quarterly high and low bid quotations per share
      of common stock on the OTC Bulletin Board and the Pink Sheets as reported for
      the periods indicated. These prices also represent inter-dealer quotations
      without retail mark-ups, markdowns, or commissions and may not necessarily
      represent actual transactions.





HIGH
            
            LOWFISCAL
                YEAR ENDED DECEMBER 31, 2005First
                Quarter
            
            $
            1.55
            
            $
            0.65Second
                Quarter
            
            
            1.30
            
            
            0.70Third
                Quarter
            
            
            1.10
            
            
            0.60Fourth
                Quarter
            
            
            0.75
            
            
            0.44FISCAL
                YEAR ENDED DECEMBER 31, 2006First
                Quarter
            
            $
            1.25
            
            $
            0.51Second
                Quarter
            
            
            0.75
            
            
            0.36Third
                Quarter
            
            
            0.90
            
            
            0.25Fourth
                Quarter
            
            
            0.51
            
            
            0.25





As
      of
      April 13, 2007, there were approximately 626 holders of record and in excess
      of
      4,500 beneficial holders of our common stock.





We
      have
      never paid cash dividends on our common stock and have no plans to pay cash
      dividends in the foreseeable future. The policy of our board of directors is
      to
      retain all available earnings for use in the operation and expansion of our
      business. Whether dividends may be paid in the future will depend upon our
      earnings, capital requirements, financial condition, prior rights of any
      preferred stockholders, and other relevant factors.





On
      December 31, 2006, we issued 14,193 shares of common stock to Board Members
      as
      compensation in lieu of cash fees for attendance at board meetings during the
      three months ended December 31, 2006. On March 31, 2007, we issued 1,937 shares
      of common stock to Board Members as compensation in lieu of cash fees for
      attendance at board meetings during the three months ended March 31, 2007.
      The
      offer and sale of the shares were exempt from the registration requirements
      of
      the Securities Act of 1933 (the “Act”) pursuant to Rule 506 and
      Section 4(2) of the Act. In connection with the sales, we did not conduct
      any general solicitation or advertising, and we complied with the requirements
      of Regulation D relating to the restrictions on the transferability of the
      shares issued.




11




The
      following table provides information as of December 31, 2006 regarding the
      Company’s compensation plans and arrangements:





**Equity
      Compensation Plan Information**





Plan
                category
            
            Number
                of securities to be issued upon exercise of outstanding options,
                warrants
                and rights
              (a)
            
            Weighted-average
                exercise price of outstanding options, warrants and rights
              (b)
            
            Number
                of securities remaining available for future issuance under equity
                compensation plans (excluding securities reflected in column
                (a))
              (c)Equity
                compensation plans approvedby
                security holders
            
            
            795,325
            
            $
            2.30
            
            
            -Equity
                compensation plans notapproved
                by security holders
            
            
            5,917,437
            (1)
            $
            1.46
            
            
            770,300Total
            
            
            6,712,762
            
            $
            1.57
            
            
            770,300


__________________________


(1)
      Includes 733,444 warrants granted to Westminster Securities as placement agent
      fees for convertible debt and equity offerings during 2004 and 2005 and 272,400
      options granted to employees during 2005. Also includes 1,520,000 options
      granted to employees during 2006.





12





**ITEM
      6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS.**





The
      following discussion and analysis should be read in conjunction with the
      consolidated financial statements and notes thereto included elsewhere in this
      Form 10-KSB.





**Overview**





We
      are an
      Atlanta-based software technology company specializing in AV control. We design,
      manufacture, market, service and support our ONGOER software control system,
      which is designed to run on third-party hardware. Previously, our core business
      was the design, manufacture, marketing and servicing of software based command
      and control systems, including videoconferencing control systems, through our
      wholly owned subsidiary, Videoconferencing Systems, Inc.





Our
      command and control solutions allow end users to operate, as a single system,
      a
      broad range of electronic equipment such as projectors, VCRs, computers, sound
      systems, lighting and temperature controls and other audio-video devices in
      a
      variety of settings. A typical customer is a large, multi-site organization
      that
      utilizes sophisticated audio, video and communications network technologies
      that
      require complex command and control solutions. These solutions can be used
      in a
      variety of settings, including corporate meetings and conferences, distance
      learning and judicial arraignment systems. These customers also require superior
      after-the-sale service. Historically, we have utilized a direct sales model.
      However, in order to attempt to grow sales and to reach and maintain
      profitability, management believes that we can better leverage our technological
      and service competencies by marketing and selling our products through third
      party resellers and system integrators, who specialize in the sale,
      installation, support and service of audiovisual equipment, and by entering
      new
      markets for our control system technology.





During
      2000, we undertook a restructuring of our business operations and balance sheet
      that was intended to achieve profitable operations and provide positive
      operating cash flows. As part of this restructuring, we raised additional equity
      capital and paid off debt outstanding at that time. These restructuring
      initiatives have enabled us to reposition our product line and to expand our
      presence in the AV command and control systems market. This market, which to
      some degree overlaps the high-end videoconferencing market historically served
      by us, is almost exclusively maintained by thousands of resellers and system
      integrators. Our products have been re-engineered such that they may also be
      sold through these third party channels. We believe we offer a functionally
      superior, lower cost, fully integrated solution which provides command and
      control and remote diagnostics for audio, visual and room environment devices,
      and for network connectivity.





We
      used
      $1,160,971 in cash from operating activities in 2006, primarily due to our
      loss
      of $1,462,187.





During
      2006, we used $5,200 in investing activities for purchases of equipment. We
      received $250,000 from investing activities during February 2006 for the sale
      of
      our patent technology related to our former videoconferencing business (see
      note
      6 to the consolidated financial statements). We also issued $52,000 of our
      common stock in conjunction with the acquisition of the remaining 50%
      interest in a joint venture that we did not previously own (see Note 11 to
      the
      consolidated financial statements). During 2005, we used $21,660 in investing
      activities for purchases of equipment.





Cash
      used
      in financing activities in 2006 of $12,000 was due to the return of a deposit
      received from a potential investor in a cancelled offering at December 31,
      2005.  We
      also
      issued a $37,000 note payable to one member of the board of directors on June
      9,
      2006. The proceeds of this debt were utilized for working capital purposes.
      On
      June 30, 2006, we repaid the note plus the accrued interest of $213 (see note
      5
      to the consolidated financial statements). We also received $250,000 from the
      exercise of stock options by two members of our board of directors (see note
      6
      to the consolidated financial statements). During 2006, we issued $379,000
      in
      notes payable to one member of our board of directors that are outstanding
      at
      December 31, 2006. See Note 5 to the consolidated financial
      statements.




In
      2005,
      we issued $1,350,000 of convertible preferred stock (proceeds net of offering
      costs and sales commissions of $1,162,283, see Note 6 to our consolidated
      financial statements). During 2005, we issued 10,000 shares of restricted common
      stock valued at $7,900 in exchange for investor relations services performed
      for
      us by an investor relations consultant. We also issued 32,770 shares of
      restricted common stock valued at $26,700 to board members for service during
      2005. We also issued 87,984 shares of restricted common stock valued at $36,100
      to board members for service during 2006. All amounts were recorded at the
      fair
      value of the stock on the date of the issuances.




13




During
      2006, our total assets decreased approximately 16% to $285,908 at December
      31,
      2006 from $338,638 at December 31, 2005. The decrease was due primarily to
      our
      decreased cash balance at December 31, 2006 due to operating losses during
      the
      year exceeding the amount we raised through stock option exercises, notes
      payable originations, and sales of the patents on our older videoconferencing
      technology. Total liabilities increased from December 31, 2005 to December
      31,
      2006 primarily due to the additional estimated preferred stock payable to Series
      A Preferred shareholders at December 31, 2006 due to the quarterly defaults
      recorded during 2006 by the terms of the Series A Preferred Stock. See Note
      13
      to our audited consolidated financial statements.





**LIQUIDITY
      AND SOURCES OF CAPITAL**





*General*





As
      of
      December 31, 2006, we had a cash overdraft of $1,420. We have relied on periodic
      investments in the form of common stock, convertible debt, and notes payable
      since the fourth quarter of 2001 to sustain our operations. T here
      can be no assurance that we will be successful in our attempts to develop and
      deploy our ONGOER and Curiax Arraigner product lines, to generate positive
      cash
      flows or raise sufficient capital essential to our survival. To the extent
      that
      we are unable to generate or raise the necessary operating capital, it will
      become necessary to curtail operations. Additionally, even if we do raise
      operating capital, there can be no assurance that the net proceeds will be
      sufficient to enable us to develop our business to a level where we will
      generate profits and positive cash flows.





These
      matters raise substantial doubt about our ability to continue as a going
      concern.  The accompanying financial statements have been prepared on a
      going concern basis, which contemplate the realization of assets and
      satisfaction of liabilities in the normal course of business. The financial
      statements do not include any adjustments relating to the recoverability of
      the
      recorded assets or the classification of the liabilities that might be necessary
      should we be unable to continue as a going concern.





On
      February 15, 2006 we formed a joint venture with Integrated Digital Systems,
      LLC
      (“IDS”), an integrator based in Livonia, Michigan to develop and sell a judicial
      arraignment software solution based on the success of a deployment in Oakland
      County, Michigan. The new joint venture, Justice Digital Solutions L.L.C.,
      a
      Michigan limited liability company ("JDS"), is headquartered in Sterling
      Heights, Michigan, with its development staff and testing center located in
      Norcross, Georgia.





IDS
      contributed to JDS all of IDS’ interest in a software license agreement between
      IDS and the County of Oakland, Michigan Constitutional Corporation, including
      the exclusive worldwide rights to copy, modify, market, distribute, and
      sublicense the software developed pursuant to the software license agreement
      (the “OakVideo Software”). We contributed to JDS a non-exclusive, worldwide,
      royalty-free license to integrate, copy, modify, market, distribute and
      sublicense our ONGOER and OnGuard software for use with and into the OakVideo
      Software, and we transferred to JDS any and all exclusive worldwide rights
      to
      copy, modify, market, distribute, and sublicense certain digital court recording
      software under development by us. JDS initially launched a judicial arraignment
      solution based on the integration of our products with the OakVideo Software
      in
      2006.





On
      November 28, 2006, we signed an agreement to acquire the remaining fifty percent
      (50%) membership interest in JDS from IDS. Following the acquisition we own
      100%
      of JDS.





In
      partial consideration for the transfer of the membership interest in JDS from
      IDS to us, we will issue 500,000 restricted shares of its common stock to IDS
      according to the following installment schedule:





·
            200,000
                restricted common shares of the Company's capital stock to IDS on
                November
                28, 2006;





·
            100,000
                restricted common shares of the Company's capital stock to IDS on
                November
                22, 2007;





·
            100,000
                restricted common shares of the Company's capital stock to IDS on
                November
                22, 2008; and





·
            100,000
                restricted common shares of the Company's capital stock to IDS on
                November
                22, 2009.




14




In
      partial consideration for the transfer of the membership interest in JDS from
      IDS to us, JDS will pay IDS 5% of the gross revenues of JDS, from whatever
      source derived, during calendar years 2007 and 2008, and 2.5% of the gross
      revenues of JDS during calendar year 2009.





In
      conjunction with the above transaction, JDS is required to pay IDS a total
      of
      $80,000 represented by 100% of the initial $40,000 and 50% of the next $80,000
      to be received from a pre-existing customer.





On
      January 28, 2007, the Compensation Committee of the board of directors approved
      a cash compensation plan for employees equal to a maximum of 20% of gross
      revenues, payable on a quarterly basis. On February 1, 2007, we signed an
      advisory services agreement (the "Agreement") with Triton Business Development
      Services, an Atlanta-based provider of critical business planning, resource
      and
      development services.





As
      a part
      of the Agreement, Triton will provide us with financial and strategic planning
      services that include capital formation, structure and funding strategies,
      investor relations consultation, human resources assessment and development,
      and
      an organizational review of our processes, practices, and procedures. The term
      of the Agreement is 24 months.





Triton’s
      compensation will consist of cash and restricted shares of our common stock
      over
      the term of the Agreement. A monthly cash retainer of $10,000 will be paid
      by
      us. Additionally, 640,000 restricted shares of our common stock will be
      deposited to a restricted account. The 640,000 restricted shares of our common
      stock will earned ratably over the 24-month term of the Agreement by
      Triton.





On
      March
      16, 2007, we completed the sale of $3,525,000 of securities in a private
      placement of 4,700 units (at $750 per unit) consisting of one share of Series
      B
      Convertible Preferred Stock and one warrant to purchase 2,000 shares of our
      common stock at an exercise price of $0.375 per share. Each share of Series
      B
      Convertible Preferred Stock has a conversion price of $0.375 per share (1 Series
      B Convertible Preferred share equals 2,000 shares of common stock). The warrants
      have three-year terms.





Three
      note holders, including one member of the board of directors, exchanged all
      outstanding interest and principal due from us (totaling $710,210) under their
      notes payable for units in the private placement. In conjunction with the
      exchange, we issued the holders additional warrants to purchase an aggregate
      of
      710,210 shares of our common stock at an exercise price of $0.375 per share.
      The
      warrants have five-year terms.





We
      intend
      to file a resale registration statement on Form SB-2 to register the common
      stock underlying the Series B Convertible Preferred Stock, the warrants issued
      in conjunction with the exchange of the notes payable, and the warrants in
      the
      private placement.





The
      Company currently anticipates that, as a result of the offering, it has
      sufficient capital until late 2008 based on anticipated increases in working
      capital expenditures





We
      expect
      to spend less than $100,000 on capital expenditures in 2007.





**Critical
      Accounting Policies**





We
      prepare our consolidated financial statements in conformity with accounting
      principles generally accepted in the United States of America. As such, we
      are
      required to make certain estimates, judgments and assumptions that we believe
      are reasonable based upon the information available. These estimates and
      assumptions affect the reported amounts of assets and liabilities at the date
      of
      the financial statements and the reported amounts of revenues and expenses
      during the periods presented. The significant accounting policies which we
      believe are the most critical to aid in fully understanding and evaluating
      our
      reported financial results include the following:





·
            *Revenue
                recognition*.
                Revenue consists of the sale of software control devices,
                videoconferencing systems and related maintenance contracts on these
                systems. We sold two different products during the presented periods:
                our
                PC-based software products, ONGOER and OnGuard, and our older proprietary
                hardware and software product, Omega. Revenue from the sale of hardware
                and software is recognized upon the transfer of title when shipped.
                Revenue on maintenance contracts is recognized over the term of the
                related contract. We had no deferred revenue at December 31, 2006
                as we
                have discontinued service contracts on our older Omega systems.




15




·
            *Capitalized
                software research and development costs**.*Our policy on capitalized software costs determines the timing of
                our
                recognition of certain development costs. In addition, this policy
                determines whether the cost is classified as development expense
                or
                capitalized. Software development costs incurred after technological
                feasibility has been established are capitalized and amortized, commencing
                with product release, using the greater of the income forecast method
                or
                on a straight-line basis over the useful life of the product. Management
                is required to use professional judgment in determining whether
                development costs meet the criteria for immediate expense or
                capitalization.





·
            *Impairments
                of assets and investments*.
                We record impairment losses on assets and investments when events
                and
                circumstances indicate that the assets might be impaired and the
                undiscounted cash flows estimated to be generated by those assets
                are less
                than the carrying amount of those items. Our cash flow estimates
                are based
                on historical results adjusted to reflect our best estimate of future
                market and operating conditions. The net carrying value of assets
                not
                recoverable is reduced to fair value. Our estimates of fair value
                represent our best estimate based on industry trends and reference
                to
                market rates and transactions.





**Results
      of Operations**





Revenues





Revenues
      were $224,692 and $124,646 in 2006 and 2005, respectively. The 80% increase
      in
      revenues from 2005 to 2006 was primarily due to an increase in software revenues
      of $92,241, as software revenues during 2006 included a $78,000 multi-site
      sale
      to an integrator for implementation at one end user who previously purchased
      our
      software in 2004. Due to our small customer base, we face the risk of
      fluctuating revenues should any of our customers discontinue using our products.
      See Note 8 to our consolidated financial statements.





*Gross
      Profit*





Gross
      profit as a percentage of revenues was approximately 97% and 96% in 2006 and
      2005, respectively.





*Selling,
      General & Administrative Expenses*





Selling,
      general and administrative expenses were $1,502,983 and $1,060,926 for 2006
      and
      2005, respectively. The increase in 2006 compared to 2005 resulted primarily
      from the stock-based compensation of $463,973 recorded during the current
      period, which included $308,721 recorded in June 2006 to reflect the fair value
      of the stock options granted to non-employee directors at that
      time.





*Research
      and Development Expenses*





We
      charge
      research and development costs to expense as incurred until technological
      feasibility of a software product has been established. Software development
      costs incurred after technological feasibility has been established are
      capitalized and amortized, commencing with product release, using the greater
      of
      the income forecast method or on a straight-line basis over the useful life
      of
      the product. These expensed costs were $416,982 and $437,374 for 2006 and 2005,
      respectively. During 2006, stock-based compensation of $41,154 was included
      in
      research and development expense to record the amortization of the estimated
      fair value of the portion of options granted during the current period as well
      as previously granted stock options that vested during the current period.





**Other
      income/(expense)** ******





Other
      income/(expense) ** of
      ($11,174) and $12,435 for 2006 and 2005, respectively, consisted primarily
      of
      finance charges and accrued interest on our notes payable originated during
      the
      current period and primarily of interest earned on our cash balances in
      2005.





On
      February 15, 2006, Simtrol, Inc. and Acacia Research Corporation (“Acacia”)
      entered into an agreement pursuant to which Simtrol sold to Acacia U.S. Patent
      No(s). 5515099, 5526037, 5528289, 5568183, 5583565, and 55998209 (the
“Patents”). The patents relate primarily to remote control of video cameras and
      other devices used in areas such as videoconferencing and surveillance systems.
      The uses of the patented technology include improved remote management of video
      camera functions such as pan, tilt, and focus, and improved device control
      in a
      networked videoconferencing system.




16




Under
      the
      terms of the agreement, Simtrol received an initial payment of $250,000 in
      March
      2006 and will receive ongoing royalty payments of twenty percent of the net
      proceeds received by Acacia in connection with (i) the licensing by Acacia
      of
      the patented technology to third parties and (ii) any successful patent
      infringement action commenced by Acacia with respect to the Patents, provided
      that Acacia shall be entitled to recoup the initial payment fully prior to
      making any royalty payments to Simtrol. This amount was recorded as other income
      during 2006.





**Net
      Loss**




Net
      loss
      for 2006 was $1,462,187 compared to a net loss of $1,366,051 for 2005. The
      increase in net loss was due primarily to the stock-based compensation totaling
      $469,029 in 2006 to reflect the fair value of the stock options granted to
      non-employee directors in June 2006 and to record the amortization of the
      estimated fair value of the portion of previously granted stock options that
      vested during the current period, offset partially by the $250,000 we received
      from licensing our intellectual property related to our older videoconferencing
      business in 2006.





**Off
      Balance Sheet Arrangements**





We
      do not
      have any off-balance sheet arrangements.





**ITEM
      7.**  **FINANCIAL
      STATEMENTS.**





The
      audited financial statements and related notes required by this item 7 are
      included as Exhibit 99.1 of this Report and are incorporated herein by
      reference.





**ITEM
      8.** **CHANGES
      IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
      DISCLOSURE** .





Not
      applicable.





**ITEM
      8A. CONTROLS AND PROCEDURES**





We
      maintain disclosure controls and procedures that are designed to ensure that
      information required to be disclosed in our Securities Exchange Act reports
      is
      recorded, processed, summarized, and reported within the time periods specified
      in the SEC's rules and forms, and that such information is accumulated and
      communicated to our management, including our Chief Executive Officer and Chief
      Financial Officer, as appropriate, to allow timely decisions regarding required
      disclosure. As of December 31, 2006, an evaluation was performed under the
      supervision and with the participation of our management, including the Chief
      Executive Officer and the Chief Financial Officer, of the effectiveness of
      the
      design and operation of our disclosure controls and procedures. Based upon
      that
      evaluation, the Chief Executive Officer and the Chief Financial Officer
      concluded that our disclosure controls and procedures were effective.





In
      connection with its audit of our consolidated financial statements as of
      December 31, 2004 and for the years ended December 31, 2003 and 2004, Marcum
      & Kliegman LLP advised our management and audit committee that it had
      identified a deficiency in internal controls, which was designated a "material
      weakness", as defined below. The material weakness indicated that there was
      inadequate segregation of duties within our accounting function.





Subsequent
      to the 2004 audit, we instituted additional controls consisting of an increased
      level of Chief Executive Officer and board of directors oversight. During the
      current period, management deemed these additional mitigating controls to be
      effective in minimizing the risks associated with the inadequate segregation
      of
      duties and management believes there is a significant deficiency, rather than
      a
      material weakness, as defined below, that results from inadequate segregation
      of
      duties at a detail level within the accounting department.




17




A
      material weakness is a significant deficiency (or a combination of significant
      deficiencies) that results in a more-than-remote likelihood that a material
      misstatement of the annual or interim financial statements will not be prevented
      or detected.




A
      significant deficiency is a control deficiency (or combination of internal
      control deficiencies) that adversely affects our ability to initiate, authorize,
      record, process, or report external financial data reliably in accordance with
      GAAP such that there is a more-than-remote likelihood that a misstatement of
      our
      annual or interim financial statements that is more than inconsequential will
      not be prevented or detected.  The standard specifies that a misstatement
      is inconsequential if a reasonable person would conclude, after considering
      the
      possibility of further undetected misstatements, that the misstatement, either
      individually or when combined with other misstatements, would clearly be
      immaterial to the financial statements.  If a reasonable person could not
      reach such a conclusion regarding a particular misstatement, that misstatement
      would be more than inconsequential.





**ITEM
      8B. OTHER INFORMATION**





Not
      applicable.





**PART
      III**





**ITEM
      9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE
      WITH
      SECTION 16(a) OF THE EXCHANGE ACT.**





The
      information required by this Item is contained in our definitive Proxy Statement
      to be delivered to stockholders in connection with our 2007 Annual Meeting
      of
      Stockholders (the “2007 Proxy Statement”) and is incorporated herein by
      reference.





**ITEM
      10.** **EXECUTIVE
      COMPENSATION** .





Richard
      Egan, Chief Executive Officer, has a current annual salary of $150,000. Stephen
      Samp, Chief Financial Officer and Secretary, has a current annual salary of
      $125,580. Neither employee has any employment contract nor does either employee
      have any defined incentive bonus plan currently.





**ITEM
      11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED
      STOCKHOLDER MATTERS.**





The
      information required by this Item is contained in the 2007 Proxy Statement
      and
      incorporated herein by reference.





**ITEM
      12.** **CERTAIN
      RELATIONSHIPS AND RELATED TRANSACTIONS** **.**





The
      information relating to certain relationships and related transactions contained
      in the 2007 Proxy Statement is incorporated herein by reference.





**ITEM
      13. Exhibits.**





The
      following exhibits are filed with or incorporated by reference into this report.
      The exhibits which are denominated by an asterisk (*) were previously filed
      as a
      part of, and are hereby incorporated by reference from either (i) the Company’s
      Registration Statement on Form SB-2 (File No. 333-128420) filed with the
      Securities and Exchange Commission on September 19, 2005, (referred to as “2005
      SB-2”), (ii) the Post-Effective Amendment No. 1 to the Company's Registration
      Statement on Form S-18 (File No. 33-27040-D) (referred to as “S-18 No. 2”),
      (iii) Post-Effective Amendment No. 2 to the Company's Registration Statement
      on
      Form S-18 (File No. 33-27040-D) (referred to as “S-18 No. 3”), (iv) the
      Company's Registration Statement Form S-1 (File No. 33-85754) (referred to
      as
“S-1”); (v) the Company's Annual Report on Form 10-K for the year ended December
      31, 1993 (referred to as “1993 10-K”); (vi) the Company's Annual Report on Form
      10-K for the year ended December 31, 1994 (referred to as “1994 10-K”); (vii)
      the Company’s Annual Report on Form 10-K for the year ended December 31, 1998,
      as amended (referred to as “1998 10-K/A”), (viii) the Company's Form S-8
      Registration Statement (File No. 333-18239), (referred to as “Warrant Plan
      S-8”), (ix) the Company's Form S-8 Registration Statement (File No. 333-18237),
      (referred to as “Option Plan S-8”), (x) the Company's Registration Statement on
      Form S-3 amended January 31, 1999 (“1999 S-3”), and (xi) the Company's Quarterly
      Report on Form 10-Q for the quarter ended September 30, 2001 (referred to as
      “2001 10-Q”).




18




Exhibit
                No.
            
            Description
                of Exhibit (SEC Commission File number 001-10927)3.1
            
            Certificate
                of Incorporation of the Company, as amended through March 8, 2007*3.2
            
            Amended
                Bylaws of the Company as presently in use (S-18 No. 2, Exhibit
                3.2)4.1
            
            Certificate
                of Incorporation of the Company, as amended (filed herewith as Exhibit
                3.1)4.2
            
            Amended
                Bylaws of the Company as presently in use (filed herewith as Exhibit
                3.2)*10.3
            
            1991
                Stock Option Plan (S-18 No. 3, Exhibit 10.1(a))*10.3.1
            
            Amendment
                No. 1 to 1991 Stock Option Plan (1993 10-K)*10.3.2
            
            Amendment
                No. 2 to 1991 Stock Option Plan (S-1)*10.3.3
            
            Amendment
                No. 3 to 1991 Stock Option Plan (S-1)*10.3.4
            
            Amendment
                No. 4 to 1991 Stock Option Plan (Option Plan S-8, Exhibit
                4.5)*10.3.5
            
            Amendment
                No. 5 to 1991 Stock Option Plan (1998 10-K/A, Exhibit
                10.3.5)*10.4
            
            1995
                Performance Warrant Plan (Warrant Plan S-8, Exhibit
                4.1)*10.5
            
            1994
                Employee Stock Purchase Plan (1994 10-K)*10.6
            
            License
                Agreement between ACIS, Inc. and the Company dated September 9, 1999
                (1999
                S-3)*10.7
            
            First
                Amendment and Modification of ACIS, Inc. warrant agreement dated
                September
                7, 2001 (2001 10-Q, Exhibit 10.2)*10.8
            
            ACIS
                Technology License Agreement between ACIS, Inc. and the Company dated
                September 27, 2001 (2001 10-Q, Exhibit 10.1)10.9
            
            Triton
                Business Development Services Engagement Agreement dated January
                31,
                200721.1
            
            Subsidiaries
                of the Company23.1
            
            Consent
                of Marcum & Kliegman LLP31.1
            
            Certification
                Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section
                302 of
                the Sarbanes-Oxley Act of 2002, of the President and Chief Executive
                Officer




19




31.2
            
            Certification
                Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section
                302 of
                the Sarbanes-Oxley act of 2002, of the Chief Financial
                Officer32.1
            
            Certifications
                Pursuant to Section 906 of the Sarbanes-Oxley Act of
                200299.1
            
            Independent
                Registered Public Accounting Firm's Report and Financial StatementsPreviously
                filed


*
        Previously filed




**ITEM
      14. PRINCIPAL ACCOUNTANT FEES AND SERVICES**





The
      information required by this Item is contained in the 2007 Proxy Statement
      and
      incorporated herein by reference.





SIGNATURES





Pursuant
      to the requirements of Section 13 or 15(d) 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.


SIMTROL,
              INC.By:
            /s/ Richard
              W. EganRichard
              W. Egan, Chief Executive
              Officer


Date:
      April 17, 2007





Pursuant
      to the requirements of the Securities Exchange Act of 1934, the following
      persons in the following capacities have signed this report below on the dates
      indicated.





Signature
            
            Title
            
            Date/s/
                Larry M. Carr
            
            Chairman
                of the Board
            
            April
                17, 2007Larry M. Carr/s/
                Richard W. Egan
            
            Chief
                Executive Officer
            
            April
                17, 2007Richard W. Egan/s/
                Stephen N. Samp
            
            Chief
                Financial Officer
            
            April
                17, 2007Stephen N. Samp
            
            (Principal
                Financial andAccounting
                Officer)/s/
                Dallas S. Clement
            
            Director
            
            April
                17, 2007Dallas S. Clement/s/
                Julia B. North
            
            Director
            
            April
                17, 2007Julia B. North/s/
                Edward S. Redstone
            
            Director
            
            April
                17, 2007Edward S. Redstone/s/
                Adam D. Senter
            
            Director
            
            April
                17, 2007Adam D. Senter/s/
                Thomas J. Stallings
            
            Director
            
            April
                17, 2007Thomas J. Stallings




20