##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
 For the Quarterly Period Ended June 30, 2008
 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 333-150888
 T3 MOTION, INC.
 (Exact name of registrant as specified in its charter)
 Delaware
    
    20-4987549(State or other jurisdiction of incorporation or organization)
    
    (I.R.S. Employer Identification No.)2990 Airway Avenue, Suite A 
Costa Mesa, California
    
    92626(Address of principal executive offices)
    
    (Zip Code)
 (714) 619-3600
(Registrants telephone number, including area code)
 o þ
  Large accelerated filer o
Accelerated filer o
Non-accelerated filer o(Do not check if a smaller reporting company)
Smaller reporting company þ
 o þ




---



##### 



T3 MOTION, INC.  INDEX TO FORM 10-Q  JUNE 30, 2008
 PagePART I. FINANCIAL INFORMATION
    
    
    3Item 1.
    
    Financial Statements
    
    
    3Condensed Consolidated Balance Sheets as of June 30, 2008 (unaudited) and December 31, 2007
    
    
    3Condensed Consolidated Statements of Operations and Other Comprehensive Loss for the Three
and Six Months Ended June 30, 2008 and 2007 (unaudited)
    
    
    4Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2008 and
2007 (unaudited)
    
    
    5Notes to the Condensed Consolidated Financial Statements (unaudited)
    
    
    7Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    13Item 3.
    
    Quantitative and Qualitative Disclosures About Market Risk
    
    
    17Item 4.
    
    Controls and Procedures
    
    
    17Item 4T.
    
    Controls and Procedures
    
    
    17PART II. OTHER INFORMATION
    
    
    18Item 1.
    
    Legal Proceedings
    
    
    18Item 1A.
    
    Risk Factors
    
    
    18Item 2.
    
    Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    18Item 3.
    
    Defaults upon Senior Securities
    
    
    19Item 4.
    
    Submission of Matters to a Vote of Security Holders
    
    
    19Item 5.
    
    Other Information
    
    
    19Item 6.
    
    Exhibits
    
    
    19Signatures
    
    
    20EXHIBIT 31.1EXHIBIT 31.2EXHIBIT 32.1EXHIBIT 32.2
  2




---



##### Table of Contents



PART I. FINANCIAL INFORMATION
 
 Item 1.
    
    Financial Statements
 
 T3 MOTION, INC
CONDENSED CONSOLIDATED BALANCE SHEETS
 June 30,
    
    
    December 31,2008
    
    
    2007(unaudited)ASSETSCurrent assets:Cash and cash equivalents
    
    $
    2,515,969
    
    
    $
    4,932,272Accounts receivable, net of reserves of $27,000
and $30,000, respectively
    
    
    1,673,929
    
    
    
    342,185Related party receivable
    
    
    97,189
    
    
    
    24,563Inventories
    
    
    1,339,402
    
    
    
    1,219,094Prepaid expenses and other current assets
    
    
    545,196
    
    
    
    59,467Total current assets
    
    
    6,171,685
    
    
    
    6,577,581Property and equipment, net
    
    
    1,284,871
    
    
    
    1,005,863Intangible assets, net
    
    
    875,000
    
    
    
    Deposits
    
    
    478,660
    
    
    
    44,782Total assets
    
    $
    8,810,216
    
    
    $
    7,628,226LIABILITIES AND STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    1,654,626
    
    
    $
    1,105,649Accrued expenses
    
    
    1,005,374
    
    
    
    627,237Related party payables
    
    
    
    
    
    
    689,990Related party note payable, net of debt discount
    
    
    878,526
    
    
    
    1,514,103Total current liabilities
    
    
    3,538,526
    
    
    
    3,936,979Commitments
and contingencies (Note 9)Stockholders equity:Common stock, $0.001 par value; 100,000,000 shares
authorized; 43,427,428 and 39,131,685
shares issued and outstanding at June 30, 2008,
and December 31, 2007, respectively.
    
    
    43,428
    
    
    
    39,132Additional paid-in capital
    
    
    22,819,924
    
    
    
    15,730,922Accumulated deficit
    
    
    (17,590,091
    )
    
    
    (12,078,030
    )Accumulated other comprehensive loss
    
    
    (1,571
    )
    
    
    (777
    )Total stockholders equity
    
    
    5,271,690
    
    
    
    3,691,247Total liabilities and stockholders equity
    
    $
    8,810,216
    
    
    $
    7,628,226
 See accompanying notes to condensed consolidated financial statements
 3




---



##### Table of Contents



T3 MOTION, INC.
 
 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND
 OTHER COMPREHENSIVE LOSS (UNAUDITED)
 Three Months Ended June 30,
    
    
    Six Months Ended June 30,2008
    
    
    2007
    
    
    2008
    
    
    2007Revenues
    
    $
    1,910,694
    
    
    $
    584,658
    
    
    $
    3,412,795
    
    
    $
    852,330Cost of revenues
    
    
    2,487,208
    
    
    
    1,015,420
    
    
    
    4,570,045
    
    
    
    1,604,203Gross loss
    
    
    (576,514
    )
    
    
    (430,762
    )
    
    
    (1,157,250
    )
    
    
    (751,873
    )Operating Expenses:Sales and marketing
    
    
    542,717
    
    
    
    516,493
    
    
    
    987,199
    
    
    
    738,573Research and development
    
    
    323,832
    
    
    
    174,115
    
    
    
    604,019
    
    
    
    364,303General and administrative
    
    
    1,311,299
    
    
    
    665,141
    
    
    
    2,352,996
    
    
    
    1,126,044Total operating expenses
    
    
    2,177,848
    
    
    
    1,355,749
    
    
    
    3,944,214
    
    
    
    2,228,920Loss from operations
    
    
    (2,754,362
    )
    
    
    (1,786,511
    )
    
    
    (5,101,464
    )
    
    
    (2,980,793
    )Other income (expense):Interest income
    
    
    23,731
    
    
    
    388
    
    
    
    47,680
    
    
    
    659Other expense
    
    
    (1,586
    )
    
    
    
    
    
    
    (1,537
    )
    
    
    Interest expense
    
    
    (90,822
    )
    
    
    (15,848
    )
    
    
    (455,940
    )
    
    
    (32,895
    )Total other expense, net
    
    
    (68,677
    )
    
    
    (15,460
    )
    
    
    (409,797
    )
    
    
    (32,236
    )Loss before provision for income tax
    
    
    (2,823,039
    )
    
    
    (1,801,971
    )
    
    
    (5,511,261
    )
    
    
    (3,013,029
    )Provision for income tax
    
    
    
    
    
    
    
    
    
    
    (800
    )
    
    
    (800
    )Net loss
    
    
    (2,823,039
    )
    
    
    (1,801,971
    )
    
    
    (5,512,061
    )
    
    
    (3,013,829
    )Other comprehensive loss:Foreign currency translation loss
    
    
    (659
    )
    
    
    (60
    )
    
    
    (794
    )
    
    
    (60
    )Comprehensive loss
    
    $
    (2,823,698
    )
    
    $
    (1,802,031
    )
    
    $
    (5,512,855
    )
    
    $
    (3,013,889
    )Net loss per share:Basic
    
    $
    (0.07
    )
    
    $
    (0.05
    )
    
    $
    (0.13
    )
    
    $
    (0.09
    )Diluted
    
    $
    (0.07
    )
    
    $
    (0.05
    )
    
    $
    (0.13
    )
    
    $
    (0.09
    )Weighted average number of common shares outstanding:Basic
    
    
    43,242,979
    
    
    
    34,521,212
    
    
    
    41,251,554
    
    
    
    34,441,654Diluted
    
    
    43,242,979
    
    
    
    34,521,212
    
    
    
    41,251,554
    
    
    
    34,441,654
 See accompanying notes to condensed consolidated financial statements
 4




---



##### Table of Contents



T3 MOTION, INC.
 
 CONDENSED CONSOLIDATED STATEMENTS OF CASHFLOW (UNAUDITED)
 Six Months Ended June 30,2008
    
    
    2007CASH FLOWS FROM OPERATING ACTIVITIES:Net loss
    
    $
    (5,512,061
    )
    
    $
    (3,013,829
    )Adjustments to reconcile net loss to net cash used in
operating activities:Bad debt expense
    
    
    3,000
    
    
    
    13,800Warranty expense
    
    
    202,945
    
    
    
    166,245Depreciation and amortization
    
    
    285,363
    
    
    
    73,655Loss on sale of fixed asset
    
    
    1,607
    
    
    
    Stock compensation expense
    
    
    661,635
    
    
    
    Amortization of debt discount
    
    
    364,423
    
    
    
    Change in operating assets and liabilities:Accounts and other receivables, net
    
    
    (1,334,744
    )
    
    
    (396,717
    )Inventories
    
    
    (120,308
    )
    
    
    (503,915
    )Prepaid expenses and other current assets
    
    
    (485,729
    )
    
    
    41,790Deposits
    
    
    (3,253
    )
    
    
    (42,960
    )Accounts payable and accrued expenses
    
    
    724,169
    
    
    
    468,544Net cash used in operating activities
    
    
    (5,212,953
    )
    
    
    (3,193,387
    )CASH FLOWS FROM INVESTING ACTIVITIES:Purchase of data license
    
    
    (1,000,000
    )
    
    
    Purchases of property and equipment
    
    
    (443,178
    )
    
    
    (331,009
    )Deposit on
fixed assets
    
    
    (430,625
    )
    
    
    Loans/advances to related parties
    
    
    (72,626
    )
    
    
    (28,108
    )Proceeds from sale of assets
    
    
    2,200
    
    
    
    Net cash used in investing activities
    
    
    (1,944,229
    )
    
    
    (359,117
    )CASH FLOWS FROM FINANCING ACTIVITIES:Proceeds from the sale of common stock and contributions from stockholder, net
    
    
    6,431,663
    
    
    
    198,000Payment of loans from related parties
    
    
    (1,689,990
    )
    
    
    (1,295,933
    )Loans/advances from related parties
    
    
    
    
    
    
    4,354,280Proceeds from related party note receivable
    
    
    
    
    
    
    300,000Net cash provided by financing activities
    
    
    4,741,673
    
    
    
    3,556,347Effect of exchange rate on cash
    
    
    (794
    )
    
    
    (60
    )NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS
    
    
    (2,416,303
    )
    
    
    3,783CASH AND CASH EQUIVALENTS  beginning of period
    
    
    4,932,272
    
    
    
    6,588CASH AND CASH EQUIVALENTS  end of period
    
    $
    2,515,969
    
    
    $
    10,371
 See accompanying notes to condensed consolidated financial statements
 5




---



##### Table of Contents



T3 MOTION, INC.
 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)  Continued
 Six Months Ended June 30,2008
    
    
    2007SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:Cash paid during the period for:Interest
    
    $
    61,406
    
    
    $
    Income taxes
    
    $
    1,600
    
    
    $
    
 See accompanying notes to condensed consolidated financial statements
 6




---



##### Table of Contents



T3 MOTION, INC.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
 NOTE 1  DESCRIPTION OF BUSINESS
  Public Offering of Equity Securities; Use of Proceeds
  Interim Unaudited Condensed Consolidated Financial Statements
  Going Concern
   Use of Estimates
  Concentration of Risk
  7




---



##### Table of Contents



Revenue Recognition
 Revenue Recognition.
     Intangible Assets
  Fair Value of Financial Instruments
  Segments
  Recent Accounting Pronouncements
 Fair Value Measurements Effective Date of FASB Statement No. 157
 8




---



##### Table of Contents



NOTE 2  INVENTORIES
  June 30, 2008
    
    
    December 31, 2007(unaudited)Raw materials
    
    $
    933,256
    
    
    $
    1,033,680Work-in-process
    
    
    172,297
    
    
    
    60,892Finished goods
    
    
    233,849
    
    
    
    124,522$
    1,339,402
    
    
    $
    1,219,094
 NOTE
3  PREPAID EXPENSES AND OTHER CURRENT ASSETS
  June 30, 2008
    
    
    December 31, 2007(unaudited)Prepaid inventory
    
    $
    371,191
    
    
    $
    28,240Prepaid expenses and other current assets
    
    
    174,005
    
    
    
    31,227$
    545,196
    
    
    $
    59,467
 NOTE 4  INTANGIBLE ASSETS
   Estimated Useful Life
    
    
    June 30, 2008
    
    
    December 31, 2007(unaudited)Geolmmersive License Agreement
    
    2 Years
    
    
    $
    1,000,000
    
    
    $
    Less: Accumulated amortization
    
    
    
    
    
    
    (125,000
    )
    
    
    $
    875,000
    
    
    $
    
 NOTE 5  INCOME TAXES
    9




---



##### Table of Contents



Accounting for Uncertainty in
Income Taxes,
  NOTE 6  LOSS PER SHARE
  NOTE 7  EQUITY
    NOTE 8  STOCK OPTIONS AND WARRANTS
 Common Stock Options
  Three months ended June 30,
    
    Six months ended June 30,2008
    
    2007
    
    2008
    
    2007Stock compensation expense  cost of revenue
    
    $
    36,565
    
    
    $
    
    
    
    $
    73,229
    
    
    $
    Stock compensation expense  sales and marketing
    
    
    72,393
    
    
    
    
    
    
    
    141,862
    
    
    
    Stock compensation expense  research and development
    
    
    24,463
    
    
    
    
    
    
    
    51,004
    
    
    
    Stock compensation expense  general and administrative
    
    
    207,468
    
    
    
    
    
    
    
    395,540
    
    
    
    Total stock compensation expense
    
    $
    340,889
    
    
    $
    
    
    
    $
    661,635
    
    
    $
    
  10




---



##### Table of Contents



Weighted AverageWeighted Average
    
    
    Remaining
    
    
    AggregateNumber of Shares
    
    
    Exercise Price
    
    
    Contractual Life (in years)
    
    
    Intrinsic ValueOptions outstanding as of January 1, 2008
    
    
    5,391,500
    
    
    $
    0.63Options granted
    
    
    270,000
    
    
    
    0.81Options exercised
    
    
    
    
    
    
    Options forfeited
    
    
    (40,000
    )
    
    
    0.60Options cancelled
    
    
    
    
    
    
    Options outstanding as of June 30, 2008
    
    
    5,621,500
    
    
    $
    0.64
    
    
    
    9.47
    
    
    $
    5,676,575Options exercisable as of June 30, 2008
    
    
    2,539,374
    
    
    $
    0.64
    
    
    
    9.45
    
    
    $
    2,570,718Options vested and expected to vest as of June 30, 2008
    
    
    5,492,098
    
    
    $
    0.64
    
    
    
    9.47
    
    
    $
    5,542,271Options available for grant under the Plan as of June 30, 2008
    
    
    1,828,500
  Options Outstanding
    
    

Options
ExercisableWeighted AverageExercise
    
    Number of
    
    
    Remaining
    
    
    Weighted Average
    
    
    Number of
    
    
    Weighted AveragePrices
    
    Shares
    
    
    Contractual Life (in years)
    
    
    Exercise Price
    
    
    Shares
    
    
    Exercise Price$0.60
    
    
    4,551,500
    
    
    
    9.4
    
    
    $
    0.60
    
    
    
    1,976,874
    
    
    $
    0.60$0.77
    
    
    1,000,000
    
    
    
    9.4
    
    
    $
    0.77
    
    
    
    562,500
    
    
    $
    0.77$1.40
    
    
    70,000
    
    
    
    9.9
    
    
    $
    1.40
    
    
    
    
    
    
    $
    5,621,500
    
    
    
    
    
    
    $
    0.64
    
    
    
    2,539,374
    
    
    $
    0.64
  Warrants
  Weighted AverageWeighted Average
    
    
    Remaining
    
    
    AggregateNumber of Shares
    
    
    Exercise Price
    
    
    Contractual Life (in years)
    
    
    Intrinsic ValueWarrants outstanding and exercisable as of January 1, 2008
    
    
    697,639
    
    
    $
    1.08Warrants granted
    
    
    4,016,103
    
    
    
    1.61Warrants exercised
    
    
    
    
    
    
    Warrants cancelled
    
    
    
    
    
    
    Warrants outstanding and exercisable as of June 30, 2008
    
    
    4,713,742
    
    
    $
    1.53
    
    
    
    4.70
    
    
    $
    1,150,416
 NOTE 9  COMMITMENTS AND CONTINGENCIES
 Warranties
  11




---



##### Table of Contents



Beginning balance, January 1, 2008
    
    $
    296,000Charged to cost of revenues
    
    
    202,945Usage
    
    
    (71,498
    )Ending balance, June 30, 2008
    
    $
    427,447
 Indemnities and Guarantees
  NOTE 10  RELATED PARTY TRANSACTIONS
       NOTE 11- SUBSEQUENT EVENTS
  12




---



##### Table of Contents



Item 2.
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations.
 This quarterly report on Form 10-Q contains certain statements that may be deemed to be
forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other
than statements of historical facts, included in this report are forward-looking statements. When
used in this report, the words may, will, should, would, anticipate, estimate,
expect, plan, project, continuing, ongoing, could, believe, predict, potential,
intend, and similar expressions are intended to identify forward-looking statements.
Forward-looking statements are subject to risks and uncertainties that could cause actual results
to differ materially from those projected. These risks and uncertainties include, but are not
limited to, changes in sales or industry trends, competition, retention of senior management and
other key personnel, availability of materials or components, ability to make continued product
innovations, casualty or work stoppages at the Companys facilities, adverse results of lawsuits
against the Company and currency exchange rates. Forward-looking statements are based on
assumptions and assessments made by the Companys management in light of their experience and their
perception of historical trends, current conditions, expected future developments and other factors
they believe to be appropriate. Readers of this report are cautioned not to place undue reliance on
these forward-looking statements, as there can be no assurance that these forward-looking
statements will prove to be accurate. Management undertakes no obligation to update any
forward-looking statements. This cautionary statement is applicable to all forward-looking
statements contained in this report. Readers should carefully review the risks described in other
documents we file from time to time with the Securities and Exchange
Commission (SEC), including the
amended Registration Statement on Form S-1 filed on
August 6, 2008 and declared effective by the SEC on
August 12, 2008.
 OVERVIEW
   CRITICAL ACCOUNTING POLICIES AND ESTIMATES
  Going Concern
   Concentration of Risk
   Intangible Assets
  13




---



##### Table of Contents



Loss Per Share
  Commitments and Contingencies
  Recent Accounting Pronouncements
 Fair Value Measurements. Effective Date of FASB Statement No. 157
 Business Segments
  14




---



##### Table of Contents



RESULTS OF OPERATIONS
 Three and Six Months Ended June 30, 2008 and 2007
  Three Months Ended June 30,
    
    
    Six Months Ended June 30,2008
    
    
    2007
    
    
    2008
    
    
    2007Revenues
    
    $
    1,910,694
    
    
    $
    584,658
    
    
    $
    3,412,795
    
    
    $
    852,330Cost of revenues
    
    
    2,487,208
    
    
    
    1,015,420
    
    
    
    4,570,045
    
    
    
    1,604,203Gross loss
    
    
    (576,514
    )
    
    
    (430,762
    )
    
    
    (1,157,250
    )
    
    
    (751,873
    )Operating Expenses:Sales and marketing
    
    
    542,717
    
    
    
    516,493
    
    
    
    987,199
    
    
    
    738,573Research and development
    
    
    323,832
    
    
    
    174,115
    
    
    
    604,019
    
    
    
    364,303General and administrative
    
    
    1,311,299
    
    
    
    665,141
    
    
    
    2,352,996
    
    
    
    1,126,044Total operating expenses
    
    
    2,177,848
    
    
    
    1,355,749
    
    
    
    3,944,214
    
    
    
    2,228,920Loss from operations
    
    
    (2,754,362
    )
    
    
    (1,786,511
    )
    
    
    (5,101,464
    )
    
    
    (2,980,793
    )Other income (expense):Interest income
    
    
    23,731
    
    
    
    388
    
    
    
    47,680
    
    
    
    659Other expense
    
    
    (1,586
    )
    
    
    
    
    
    
    (1,537
    )
    
    
    Interest expense
    
    
    (90,822
    )
    
    
    (15,848
    )
    
    
    (455,940
    )
    
    
    (32,895
    )Total other expense, net
    
    
    (68,677
    )
    
    
    (15,460
    )
    
    
    (409,797
    )
    
    
    (32,236
    )Loss before provision for income tax
    
    
    (2,823,039
    )
    
    
    (1,801,971
    )
    
    
    (5,511,261
    )
    
    
    (3,013,029
    )Provision for income tax
    
    
    
    
    
    
    
    
    
    
    (800
    )
    
    
    (800
    )Net loss
    
    
    (2,823,039
    )
    
    
    (1,801,971
    )
    
    
    (5,512,061
    )
    
    
    (3,013,829
    )Other comprehensive loss:Foreign currency translation loss
    
    
    (659
    )
    
    
    (60
    )
    
    
    (794
    )
    
    
    (60
    )Comprehensive loss
    
    $
    (2,823,698
    )
    
    $
    (1,802,031
    )
    
    $
    (5,512,855
    )
    
    $
    (3,013,889
    )Net loss per share:Basic and diluted
    
    $
    (0.07
    )
    
    $
    (0.05
    )
    
    $
    (0.13
    )
    
    $
    (0.09
    )Weighted average number of common shares outstanding:Basic and diluted
    
    
    43,242,979
    
    
    
    34,521,212
    
    
    
    41,251,554
    
    
    
    34,441,654
 Revenues.
 Cost of revenues.
 Gross loss.
 Sales and marketing expense.
 Research and development.
 15




---



##### Table of Contents



General and administrative.
 Total other expense
 Net Loss.
 LIQUIDITY AND CAPITAL RESOURCES
     Cash Flows
 For the Six Months Ended June 30, 2008 and 2007
    16




---



##### Table of Contents



Item 3.
    
    Quantitative and Qualitative Disclosures About Market Risk.
  Interest Rates
 
 Item 4.
    
    Controls and Procedures.
  
 Item 4T.
    
    Controls and Procedures.
         17




---



##### Table of Contents



Remediation of Material Weaknesses
  Changes in Internal Control over Financial Reporting
  
    
    We have hired additional professional accounting resources to assist
with the review of accounting policies and procedures and financial
reporting with knowledge, experience and training in the application
of GAAP.
  
    
    We are in the process of further enhancing, our internal finance and
accounting organizational structure, which includes hiring additional
resources.
    
    We are in the process of further enhancing, the supervisory procedures
that will include additional levels of analysis and quality control
reviews within the accounting and financial reporting functions.
    
    We are in the process of strengthening our internal policies and
enhancing our processes for ensuring consistent treatment and
recording of reserve estimates and that validation of our conclusions
regarding significant accounting policies and their application to our
business transactions are carried out by personnel with an appropriate
level of accounting knowledge, experience and training.
  
 PART II  OTHER INFORMATION
 
 Item 1.
    
    Legal Proceedings.
  
 Item 1A.
    
    Risk Factors.
  If we are unable to continue as a going concern, our securities will have little or no value.
    
 Item 2.
    
    Unregistered Sales of Equity Securities and Use of Proceeds.
 None
 18




---



##### Table of Contents



Item 3.
    
    Defaults Upon Senior Securities.
 None
 
 Item 4.
    
    Submission of Matters to a Vote of Security Holders.
 None
 
 Item 5.
    
    Other Information.
 None
 
 Item 6.
    
    Exhibits.
 3.1
    
    Amended and Restated Certificate of Incorporation, as currently in effect (incorporated by
reference to Exhibit 3.1 to Registration Statement on Form S-1 filed July 14, 2008, Registration
No. 333-150888)3.2
    
    Bylaws of the registrant, as currently in effect (incorporated by reference to Exhibit 3.2 to
Registration Statement on Form S-1 filed July 14, 2008, Registration No. 333-150888)31.1
    
    Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *31.2
    
    Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley of 2002 *32.1
    
    Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002*32.2
    
    Certification of Chief Financial Officer Pursuant to 18 U.S. C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002*
 
 *
    
    Filed herewith. 19




---



##### Table of Contents



Date: August 14, 2008
    T3 MOTION, INC.(Registrant)By:
    /s/ Ki NamKi NamChairman of the Board and Chief Executive OfficerDate: August 14, 2008
    T3 MOTION, INC.(Registrant)By:
    /s/ Kelly AndersonKelly AndersonExecutive Vice President and Chief Financial Officer 20




---



##### Table of Contents



Exhibit No.

Descripition3.1
    
    Amended and Restated Certificate of Incorporation, as currently in effect (incorporated by
reference to Exhibit 3.1 to Registration Statement on Form S-1 filed July 14, 2008, Registration
No. 333-150888)3.2
    
    Bylaws of the registrant, as currently in effect (incorporated by reference to Exhibit 3.2 to
Registration Statement on Form S-1 filed July 14, 2008, Registration No. 333-150888)31.1
    
    Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 *31.2
    
    Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley of 2002 *32.1
    
    Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002*32.2
    
    Certification of Chief Financial Officer Pursuant to 18 U.S. C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002*
 
 *
    
    Filed herewith. 21