UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB


                   QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2007     COMMISSION FILE NUMBER: 0-10707
                               -------------                             -------

                              THERMODYNETICS, INC.
--------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


           DELAWARE                                           06-1042505
--------------------------------------------------------------------------------
(State or other Jurisdiction of                            (I.R.S. Employer
 Incorporation or Organization)                           Identification No.)

651 DAY HILL ROAD, WINDSOR, CT                  06095           860-683-2005
--------------------------------------------------------------------------------
(Address of Principal Executive Offices)      (Zip Code)      (Telephone Number)

--------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report.)

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date.

                  Class                        Outstanding at June 30, 2007
-------------------------------------          ----------------------------
      Common stock $.01 Par Value                     4,046,361 Shares

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

Indicate by check mark whether the registrar is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

Transitional Small Business Disclosure Format Yes [ ] No [X]


                                    Page -1-


<PAGE>

                      THERMODYNETICS, INC. AND SUBSIDIARIES


                                      INDEX


<TABLE>
<CAPTION>
                                                                             Page Number
                                                                             -----------
<S>               <C>                                                            <C>
PART I            FINANCIAL INFORMATION

      Item 1.     Financial Statements

                  Consolidated Balance Sheets
                     June 30, 2007 and March 31, 2007............................. 3

                  Consolidated Statements of Income
                     Three Months Ended June 30,
                     2007 and 2006................................................ 4


                  Consolidated Statements of Cash Flows
                     Three Months Ended June 30,
                     2007 and 2006................................................ 5

                  Notes to Consolidated Financial Statements......................6-9

      Item 2.     Management's Discussion and Analysis or
                                     Plan of Operation ...........................10-12

      Item 3.     Controls and Procedures ........................................11-12


PART II           OTHER INFORMATION

      Item 1.     Legal Proceedings............................................... 13

      Item 2.     Unregistered Sales of Equity Securities and Use of Proceeds..... 13

      Item 3.     Defaults Upon Senior Securities................................. 13

      Item 4.     Submission of Matters to a Vote of Security Holders............. 13

      Item 5.     Other Information............................................... 13

      Item 6.     Exhibits and Reports on Form 8-K................................ 13

SIGNATURE PAGE ................................................................... 14
</TABLE>


                                    Page -2-


<PAGE>


                          PART I: FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.

                      THERMODYNETICS, INC. AND SUBSIDIARIES
                     CONSOLIDATED BALANCE SHEETS (in 000's)
                                     ASSETS

<TABLE>
<CAPTION>
                                                              JUNE 30, 2007    MARCH 31, 2007
                                                              -------------    --------------
                                                               (Unaudited)       (Audited)
<S>                                                              <C>                <C>
CURRENT ASSETS
  Cash                                                           $    586           $    659
  Accounts Receivable, Net                                          3,191              2,840
  Inventories                                                       3,655              3,416
  Prepaid Expenses and Other Current Assets                           344                121
  Marketable Securities                                               248                216
                                                                 --------           --------
    Total Current Assets                                            8,024              7,252
                                                                 --------           --------

PROPERTY, PLANT AND EQUIPMENT
  Property, Plant and Equipment - At Cost                          15,135             15,025
  Less: Accumulated Depreciation                                    7,500              7,390
                                                                 --------           --------
   Property, Plant, and Equipment - Net                             7,635              7,635
                                                                 --------           --------

OTHER ASSETS
  Intangible Assets - Net of Amortization                              93                 93
  Investment in Unaffiliated Company                                   95                 95
  Deferred Income Taxes                                               980                980
  Deposits and Other                                                   73                106
                                                                 --------           --------
    Total Other Assets                                              1,241              1,274
                                                                 --------           --------

TOTAL ASSETS                                                     $ 16,900           $ 16,161
                                                                 ========           ========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts Payable                                               $  2,770           $  2,095
  Accrued Taxes and Expenses                                          716                975
  Current Portion of Long-Term Debt                                   189                229
  Notes Payable - Bank                                                  0                  0
                                                                 --------           --------
    Total Current Liabilities                                       3,675              3,299
                                                                 --------           --------

DEFERRED INCOME TAXES                                                 286                335
LONG-TERM DEBT                                                      1,947              1,966
LONG-TERM LIABILITIES OF DISCONTINUED OPERATIONS                    2,782              2,782
MINORITY INTEREST IN SUBSIDIARY                                     3,344              3,164
STOCKHOLDERS' EQUITY
  Common Stock, Par Value $.01/Share,
    Authorized 25,000,000 shares, issued 4,046,361 shares at
    6/30/07 and 3/31/07                                                40                 40
  Additional Paid-in Capital                                        7,116              7,116
  Retained Earnings (Deficit)                                      (2,314)            (2,543)
  Accumulated Other Comprehensive Income                               24                  2
                                                                 --------           --------
    Total Stockholders' Equity                                      4,866              4,615
                                                                 --------           --------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                       $ 16,900           $ 16,161
                                                                 ========           ========
</TABLE>

              The accompanying notes are an integral part of these
                       consolidated financial statements.


                                    Page -3-


<PAGE>


                      THERMODYNETICS, INC. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME
                       FOR THE THREE MONTHS ENDED JUNE 30,
                   (UNAUDITED)IN (000's) EXCEPT PER SHARE DATA

                                                            2007        2006
                                                            ----        ----
Net Sales                                               $   7,251     $   5,680

Cost of Goods Sold                                          5,279         4,321
                                                        ---------     ---------

Gross Profit                                                1,972         1,359

Selling, General & Administrative Expenses                  1,365           964
                                                        ---------     ---------

Income From Operations                                        607           395
                                                        ---------     ---------

Other Income (Expense)
     Interest Expense, Net                                    (40)          (80)
    Gain on Sale of Subsidiary Stock                            0         2,666
    Other - Net                                                (1)          (46)
                                                        ---------     ---------
     Total Other Income (Expense)                             (41)        2,540
                                                        ---------     ---------
Minority Interest in Subsidiary                               181            42
                                                        ---------     ---------
Income Before Income Taxes                                    385         2,893

Provision for Income Taxes                                    206           142
                                                        ---------     ---------
Income From Continuing Operations                             179         2,751

Discontinued Operations:
Loss from Discontinued Operations Before Income Taxes           0            (9)
Income Tax Benefit                                              0             0
                                                        ---------     ---------
Loss From Discontinued Operations                               0            (9)
                                                        ---------     ---------
Net Income                                                    179         2,742

Other Comprehensive Income, net of tax:
Unrealized holding gains arising during the period             22             0
                                                        ---------     ---------
Comprehensive Income                                    $     201     $   2,742
                                                        =========     =========

Earnings per Share-
Earnings per Share From Continuing Operations Before
One Time Gain on Sale of Stock                          $     .04     $     .02
Earnings per Share From One Time Gain on Sale of Stock          0           .67
                                                        ---------     ---------
Earnings per Share From Continuing Operations                 .04           .69
Earnings per Share From Discontinued Operations                 0             0
                                                        ---------     ---------
Total Earnings per Share                                $     .04     $     .69
                                                        =========     =========


Weighted Average Shares Outstanding- Basic              4,046,361     4,002,308
                                                        =========     =========
Weighted Average Shares Outstanding- Diluted            4,046,361     4,002,308
                                                        =========     =========

              The accompanying notes are an integral part of these
                       consolidated financial statements.


                                    Page -4-


<PAGE>


                      THERMODYNETICS, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                       FOR THE THREE MONTHS ENDED JUNE 30,

                                   (UNAUDITED)
                                   IN (000'S)


<TABLE>
<CAPTION>
                                                                      2007         2006
                                                                     -------     -------
<S>                                                                  <C>         <C>
OPERATING ACTIVITIES:
  Net income                                                          $  179     $ 2,742
         Adjustments to reconcile net income to net cash provided
         by (used in) operating activities:
  Depreciation and amortization                                          110          98
  Gain on sale of stock of subsidiary                                    -0-      (2,666)
  Minority interest in earnings of subsidiary                            180         -0-
  Unrealized gain on marketable securities                                22         -0-
  Deferred tax provision (benefit)                                       (49)         43
  Changes in operating assets and liabilities:
    Increase (decrease) in accounts payable                              675        (483)
    Decrease (increase) in prepaid expenses and other assets            (190)        348
    Decrease (increase) in accounts receivable                          (351)        (74)
    Decrease (increase) in inventories                                  (239)       (196)
    Increase (decrease) in accrued taxes and expenses                   (219)        105
                                                                      ------      ------

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES
                                                                         118         (83)
                                                                      ------      ------

INVESTING ACTIVITIES;
Purchases of property, plant and equipment, net                         (110)       (135)
Proceeds from sale of stock of subsidiary                                -0-       6,797
Purchase of marketable securities                                        (32)        -0-
                                                                      ------      ------
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES                     (142)      6,662
                                                                      ------      ------

FINANCING ACTIVITIES
Net proceeds (payments) on revolving debt                                -0-          90
Principal payments on long-term debt                                     (59)       (226)
Proceeds from stock sale used to repay debt                              -0-      (4,610)
Compensation expense from stock options                                   10         -0-
Cash used in financing activities of discontinued operations             -0-         -0-
                                                                      ------      ------

NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES                      (49)     (4,746)
                                                                      ------      ------

INCREASE (DECREASE) IN CASH                                              (73)      1,833
CASH AT BEGINNING OF PERIOD                                              659         -0-
                                                                      ------      ------
CASH AT END OF PERIOD                                                 $  586     $ 1,833
                                                                      ======     =======
</TABLE>

              The accompanying notes are an integral part of these
                       consolidated financial statements.


                                    Page -5-


<PAGE>


                      THERMODYNETICS, INC. AND SUBSIDIARIES

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED JUNE 30, 2007 AND 2006
                                   (UNAUDITED)

NOTE 1: BASIS OF PRESENTATION

The financial information included herein is unaudited; however, such
information reflects all adjustments (consisting solely of normal recurring
adjustments), which are, in the opinion of management, necessary for a fair
statement of results for the interim period. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with accounting principles generally accepted in the United States of America
have been condensed or omitted. The results of operations for the three months
ended June 30, 2007 and June 30, 2006 are not necessarily indicative of the
results to be expected for the full year.

NOTE 2: SALE OF MINORITY INTEREST IN SUBSIDIARY

On May 8, 2006, the Company completed the sale of a minority interest of its
subsidiary, Turbotec Products Plc, (the "Plc"), whereby approximately 43.68% of
that company was sold pursuant to an offering on the AIM Market of the London
Stock Exchange. Prior to the offering, Turbotec Products Plc was established in
the United Kingdom as a holding company for the Company's operating subsidiary,
Turbotec Products, Inc. Pursuant to the offering, the Company and Turbotec
Products Plc jointly sold a total of 5,594,366 ordinary shares of the Plc at the
price of 85 pence per ordinary share, resulting in gross proceeds of 4,755,211
British Pounds. Under the terms of the offering the two companies shared equally
in the net proceeds of $6,739,000, after fees and expenses. From the net
proceeds received, an aggregate of approximately $4,616,000 was used by the
companies to repay term and revolving bank debt.

Pursuant to the offering documents, all shares were sold to non United States
investors. In addition, under a Relationship Agreement (RA), the Company has
agreed that through May 2007, it will not dispose of any additional ordinary
shares except through or with the consent of Plc's nominated advisor to the AIM
Market. The Company and its Board of Directors (the "Board") have further
undertaken, inter alia, not to exercise its voting rights, except with the
consent of the nominated advisor and Plc (on the authority of its non-executive
Directors) in favor of any resolution to give the board of the Plc authority
under British law to allot shares in the Plc or to remove or reduce any
pre-emption rights that Plc shareholders may have. The RA contains further
provisions regarding an annual administration fee; restrictions on related party
transactions; restrictions on appointments to the board of the Plc and mutual
confidentiality and reporting undertakings. The RA also contains non-competition
undertakings from both the Company and its Board and restricts the ability of
the Company to dispose of its interest in the ordinary shares into the United
States in a manner that would require registration of any such disposition under
the US Securities Act. As part of the transaction, in accord with the RA, the
Company and the Plc established independent officers and directors and the two
boards of directors act independently.

COMMERCIAL LEASES:

The Company and Turbotec Products, Inc. entered into formal real estate leases
effective May 8, 2006, for approximately 54,500 square feet at 651 Day Hill
Road, Windsor, CT, and approximately 17,000 square feet at 50 Baker Hollow Road,
Windsor, CT. The leases commenced April 1, 2006 with a five-year term, and one
extension option for three years, and


                                    Page -6-


<PAGE>


a second extension option for two years. Rent charges with respect to the 651
Day Hill Road property are equal to seven dollars per square foot in years one
and two, escalating annually thereafter through each of the extension terms;
monthly fixed rent in year one equals $31,792, escalating to $42,010 monthly in
year ten, assuming both lease extensions are exercised. Rent charges with
respect to the 50 Baker Hollow Road property are equal to $5.50 per square foot
in year one, escalating annually thereafter through each of the extension terms;
monthly fixed rent in year one equals $7,792, escalating to $10,979 monthly in
year ten, assuming both lease extensions are exercised.

NOTE 3: DISCONTINUED OPERATIONS

In July 2005, the Company and its Vulcan Industries, Inc. subsidiary (Vulcan),
received a notice of default from an equipment finance institution on a term
loan secured by equipment. The Company also received a notice from its bank
stating that it was in default of the bank's term loan as a result of, among
other reasons, the acceleration of the equipment term loan.

On July 18, 2005, the Company consummated an agreement with a major customer and
its bank whereby the customer purchased certain Vulcan manufacturing equipment
by paying the balance on the related outstanding debt due the equipment finance
institution plus half of the balance due on a term loan to the City of Sturgis,
Michigan (Sturgis). The equipment finance institution and Sturgis each released
the Company and Vulcan from any further obligation. The Company and its bank (as
the only remaining secured creditor) entered into an agreement whereby the bank
waived the existing defaults on all debt instruments (except those relating to
the Vulcan debt which continued) and modified a financial covenant to exclude
Vulcan from the compliance calculation.

In August 2005, the Company discontinued the operations of Vulcan and began
liquidating its remaining assets and paid all sums received to the bank. At
September 30, 2005 all operating assets of Vulcan had been liquidated and the
Company and the bank restructured the balance of the secured debt resulting from
the Vulcan closure.

NOTE 4: INVENTORIES

Inventories consist of the following at (in 000's):

                             June 30, 2007           March 31, 2007
                             -------------           --------------
      Raw materials            $ 2,240                 $ 2,224
      Work-in-process              147                     123
      Finished goods             1,303                   1,104
      Less: Reserves               (35)                    (35)
                               -------                 -------
                               $ 3,655                 $ 3,416
                               =======                 =======

Inventories are valued at the lower of cost or market, with cost determined on a
standard cost basis which approximates a first-in, first-out basis.

NOTE 5: EARNINGS PER SHARE

The Company has adopted Statement of Accounting Standards No. 128, "Earnings per
Share" (SFAS 128). Earnings per share for the three months ended June 30, 2007
and June 30, 2006 have been computed in accordance with this pronouncement,
based on the weighted average of outstanding shares during the periods.


                                    Page -7-


<PAGE>


The weighted average numbers of shares outstanding used in the calculations are
as follows:

                                                       Three Months Ended
                                                June 30, 2007      June 30, 2006
                                                -------------      -------------
Weighted Average Shares Outstanding- Basic        4,046,361          4,002,308
Assumed Conversion of Stock Options                     -0-                -0-
                                                  ---------          ---------
Weighted Average Shares Outstanding- Diluted      4,046,361          4,002,308
                                                  =========          =========

NOTE 6: INCOME TAXES

In accordance with "Statement of Accounting Standards No. 109, Accounting for
Income Taxes" (SFAS 109), the primary components of the Company's deferred tax
assets and liabilities and the related valuation allowance are as follows (in
000's):

                                          June 30, 2007     March 31, 2007
                                          -------------     --------------
Assets:
  Uniform capitalization adjustment          $     4           $     4
  Net operating loss carryforward              1,136             1,112
  Research and development credit                107                69
  Other                                          524               479
                                             -------           -------
                                               1,771             1,664
                                                               -------
Liabilities:
   Accelerated depreciation                   (1,077)           (1,019)
                                             -------           -------

 Net deferred tax asset                      $   694           $   645
                                             =======           =======

At June 30, 2007, the Company had net tax credit carryforwards of approximately
$107,000 expiring in years beginning 2012.


NOTE 7: CASH FLOW INFORMATION AND NON CASH INVESTING ACTIVITIES

The following supplemental information is disclosed pursuant to the requirements
of Financial Accounting Standards Board's "Statement of Accounting Standards No
95, Statement of Cash Flows".

                                           3 Months Ended June 30,
                                                 (in 000'S)
                                                 ---------

                                           2007               2006
                                           -----              ----
      Cash payments for interest         $    40             $  80

NOTE 8: FINANCIAL ACCOUNTING STANDARDS

In July 2002, the Public Company Accounting Reform and Investor Protection Act
of 2002 (the Sarbanes-Oxley Act) was enacted. Section 404 stipulates that public
companies must take responsibility for maintaining an effective system of
internal control. The Act requires public companies to report on the
effectiveness of their control over financial reporting and obtain an attest
report from their independent registered public accountant about management's
report. The Company is not required to comply with section 404 of the Act until
the fiscal year ending March 31, 2008.

In June 2006, the FASB issued Interpretation No. 48 ("FIN 48"), "Accounting for
Uncertainty in Income Taxes (an interpretation of FASB Statement No. 109),"
which is effective for fiscal


                                    Page -8-


<PAGE>


years beginning after December 15, 2006. FIN 48 clarifies the accounting for
uncertainty in income taxes recognized in financial statements and prescribes a
recognition threshold and measurement attribute for the financial statement
recognition and measurement of a tax position taken or expected to be taken in a
tax return. The Company will adopt FIN 48 as of April 1, 2007. The cumulative
effect upon adoption will be reported as an adjustment to opening retained
earnings. The Company has estimated that the cumulative effect of adopting FIN
48 will not have a material impact on the financial statements of the Company.

In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements." This
Statement defines fair value, establishes a framework for measuring fair value
under generally accepted accounting principles and expands disclosures about
fair value measurements. This Statement will be effective for the Company in
fiscal year 2009. The Company is currently evaluating the impact this Statement
will have on the Company's financial position, results of operations and cash
flows.

In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option for
Financial Assets and Financial Liabilities." This Statement permits the
measurement of certain financial instruments at fair value. This Statement will
be effective for the Company in fiscal year 2009. The Company is currently
evaluating the impact this Statement will have on the Company's financial
position, results of operations and cash flows.


                                    Page -9-


<PAGE>


                      THERMODYNETICS, INC. AND SUBSIDIARIES

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

RESULTS OF OPERATIONS

Revenues reached a record for any quarter in the Company's history exceeding $7
million, reaching $7.25 million, for an increase of 28% over the prior year. The
quarter ending June is historically the Company's strongest quarter and thus the
results are not necessarily indicative of the full year. However, the
expectation of another record year for fiscal 2008, ending March, is
anticipated.

Earnings are improving as well. Gross profit margins increased from the 24%
recorded in the June '06 quarter to 27%. This improvement is attributed to a
combination of price increases for the Company's products as well as the
continuous improvements that are being made in both the operating environments
of the factory and the office. These improvements result from the lean
manufacturing program the Company is pursuing.

The revenue increases derive from several sectors. The Company's products are
sold into a wide variety of industries, but mainly are sold for heat exchangers
used in water source heat pumps that are needed in the housing and commercial
market place. Despite the reported slowdown in new housing, since the Company's
products are highly energy efficient, the demand has been maintained. The
swimming pool heat pump marketplace has deteriorated with the new housing
slowdown, but the Company has been successful in adding to its customer base and
as such shipments are higher year to year. Due to the additions to the customer
base, it is expected that the shipping volume and sales contributions in this
segment will again increase in fiscal 2008. Lastly, the boiler tubing market is
also increasing as retrofit units are required in hospitals, schools and other
applications as older units need to be replaced; the Company's products improve
the efficiency for these units and thus a growing acceptance of tubing products
is being realized.

Income from operations was $607,000 compared to $395,000 for the same period of
the prior year. Increased expenditures in marketing, engineering and corporate
governance functions were made in the current year as the company continues to
expand its business base and product applications.

In May 2006 the Company sold a portion of its holdings in its Turbotec
subsidiary and as such the financial statements include a one-time gain that was
realized. If the gain realized on this sale were not included in the income
statement, then the results of operations would show a net gain of $179,000 in
the June '07 period versus $76,000 for the like period in '06, or $.04/share
versus $.02/share for the respective quarters.

Significant risk factors and economic considerations include the cost of energy
and incentives provided by producers, sellers and municipalities to encourage
the use of more efficient equipment; interest rates that can stimulate or
depress purchasing demand; the cost and availability of materials used in
production; and regulatory directives relating to energy consumption,
conservation and environmental issues.

LIQUIDITY AND CAPITAL RESOURCES

Working capital increased to $4.3 million at June 30, 2007 vs. $4.0 million at
March 31, 2007. Debt attributable to continuing operations continues to be
reduced through monthly amortization payments. In July 2007, the Company
modified the terms of its floating Libor mortgage interest rate to a fixed


                                   Page -10-


<PAGE>


rate of 7.50% and also included a clause that eliminates any prepayment charges
if the mortgage is paid off earlier than its term. Cash continues to be invested
in short term instruments.

Both the Company and its Turbotec subsidiary have independent lines of credit
with their banks and both companies are adequately financed for the foreseeable
future.

Capital expenditures were comparable in the first quarter of both the 2007 and
2008 fiscal years. Capital investments will be required to support the new
markets of heat reclamation and titanium based heat exchangers.

Increases in operating costs continue to play a more significant role in
day-to-day operations as competitive pricing pressures have restricted the
ability to fully recover all added expenses. Turbotec has instituted price
increases where appropriate and has adjusted its methods to pass on a greater
portion of raw material price increases to customers. Additionally, improvements
in manufacturing processes and procedures have enabled Turbotec to offset a
portion of increasing costs while continuing internal refinements are expected
to generate further cost reductions during the year. The regional labor markets
for qualified skilled and semi-skilled employees is weak and a shortage of
experienced technical support and engineering staff is anticipated for the
foreseeable future. Employment related costs continue to escalate and the impact
on future periods is unknown at this time although opportunities to reduce these
expenses are currently being explored.

FORWARD LOOKING STATEMENTS

This report contains certain forward-looking statements regarding the Company,
its business prospects and results of operations that are subject to certain
risks and uncertainties posed by many factors and events that could cause the
Company's actual business, prospects and results of operations to differ
materially from those that may be anticipated by such forward-looking
statements. Factors that may affect such forward-looking statements include,
without limitation: the Company's ability to successfully and timely develop and
finance new projects, the impact of competition on the Company's revenues, and
changes in unit prices, supply and demand for the Company's tubing product line
especially in applications serving the commercial, industrial and residential
construction industries.

When used, words such as "believes," "anticipates," "expects," "continue",
"may", "plan", "predict", "should", "will", "intends" and similar expressions
are intended to identify forward-looking statements, but are not the exclusive
means of identifying forward-looking statements. Readers are cautioned not to
place undue reliance on these forward-looking statements, which speak only as of
the date of this report. The Company undertakes no obligation to revise any
forward-looking statements in order to reflect events or circumstances that may
subsequently arise. Readers are urged to carefully review and consider the
various disclosures made by the Company in this report, news releases, and other
reports filed with the Securities and Exchange Commission that attempt to advise
interested parties of the risks and factors that may affect the Company's
business.

ITEM 3 CONTROLS AND PROCEDURES

(a) EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES -

Management believes that the Company's disclosure controls and procedures, as
defined in the Securities Exchange Act of 1934 (the "Exchange Act"), as of the
end of the reported period are effective to provide the material information
required to be disclosed by the Company in reports that it files or submits
under the Exchange Act.

(b) CHANGES IN INTERNAL CONTROLS -


                                   Page -11-


<PAGE>


There were no significant changes made and no corrective actions taken in the
Company's internal controls over financial reporting or in other factors that
has materially affected, or is reasonably likely to materially affect, the
Company's internal control over financial reporting that occurred during the
quarter ended for this report.




                                   Page -12-


<PAGE>


                      THERMODYNETICS, INC. AND SUBSIDIARIES


                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

         There are no material legal proceedings known or threatened against the
Company.

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

         There were no unregistered sales of equity securities of the Company
during the three month period covered by this Form 10-Q SB report.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES.

         There have been no defaults of any terms of the Company's securities.

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

         No matters were submitted to a vote of the Securities Holders of the
Company during the quarterly period for which this report is filed.

ITEM 5.  OTHER INFORMATION.

         None

ITEM 6.  EXHIBITS.

     (a) EXHIBITS:

         Rule 13a-14(a) / 15d-14(a) Certifications:
            o  Exhibit 31(a)     Certification of Chief Executive Officer.
            o  Exhibit 31(b)     Certification of Chief Financial Officer.

         Section 1350 Certifications:
            o  Exhibit 32(a)     Certification of Chief Executive Officer.
            o  Exhibit 32(b)     Certification of Chief Financial Officer.


                                   Page -13-
<PAGE>


                      THERMODYNETICS, INC. AND SUBSIDIARIES


                                 SIGNATURE PAGE


In accordance with the requirements of the Exchange Act , the registrant caused
this report to be signed on its behalf by the undersigned thereunto duly
authorized.



                                    THERMODYNETICS, INC.



Date: August 10, 2007              By:  /s/  Robert A. Lerman
                                        ---------------------------------------
                                        Robert A. Lerman
                                        President and Chief Executive Officer


Date: August 10, 2007              By:  /s/  John F. Ferraro
                                         ---------------------------------------
                                         John F. Ferraro
                                         Treasurer and Chief Financial Officer


                                   Page -14-