<PAGE>

================================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549


                            ______________________

                                  FORM 10-Q/A

                         AMENDMENT NO. 1 TO FORM 10-Q

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

                 For the Quarterly Period Ended March 31, 1999

                        Commission File Number 1-11512


                            ______________________

                         SATCON TECHNOLOGY CORPORATION
            (Exact name of registrant as specified in its charter)
                            ______________________

State of Incorporation: Delaware          I.R.S. Employer ID. No. 04-2857552

                               161 First Street
                           Cambridge, MA 02142-1221
                   (Address of principal executive offices)

                                (617) 661-0540
             (Registrant's telephone number, including area code)

   Indicate by check mark whether the registrant: (1) has filed all reports
 required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
   1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
                   filing requirements for the past 90 days.

                                Yes   X      No

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

               Common Stock, $0.01 Par Value, 9,161,409 shares
                       outstanding as of April 30, 1999.

================================================================================
<PAGE>

                               TABLE OF CONTENTS


                         PART I: FINANCIAL INFORMATION

<TABLE>
<CAPTION>
                                                                                     Page
                                                                                     ----
ITEM 1: FINANCIAL STATEMENTS
<S>                                                                                  <C>
Consolidated Balance Sheets (Unaudited)...........................................   1
Consolidated Statements of Operations (Unaudited).................................   2
Consolidated Statements of Cash Flows (Unaudited).................................   3
Notes to Interim Consolidated Financial Statements (Unaudited)....................   4

ITEM 2:   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS.....................................   9

ITEM 3:   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
          MARKET RISK.............................................................  14

                          PART II:  OTHER INFORMATION

Items No. 1 through 6.............................................................  15

Signature.........................................................................  18
</TABLE>
<PAGE>

                         SATCON TECHNOLOGY CORPORATION
                          CONSOLIDATED BALANCE SHEETS
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                                              March 31,          September 30,
                                                                                           ---------------     ----------------
                                                                                                1999                 1998
                                                                                           ---------------     ----------------
                                                                                            (as Restated)
                                                                                           ---------------
<S>                                                                                         <C>                 <C>
                                                              ASSETS
Current assets:
     Cash and cash equivalents..............................................................  $      226,161      $  1,201,610
     Marketable securities..................................................................         381,078           657,431
     Accounts receivable, net of allowance of $100,000 at March 31, 1999 and
       $51,836 at September 30, 1998........................................................       3,102,711         3,347,405
     Unbilled contract costs, net of allowance of $57,611 at March 31, 1999 and
       September 30, 1998...................................................................       2,554,094         1,196,318
     Inventory .............................................................................       4,570,793         3,678,067
     Prepaid expenses and other assets......................................................         357,918           358,308
     Amounts due from related party.........................................................              --           596,453
                                                                                              --------------      ------------
          Total current assets..............................................................      11,192,755        11,035,592
Property and equipment, net.................................................................       2,689,942         2,677,786
Intangibles, net ...........................................................................       3,489,888         2,967,988
Investment in Beacon Power Corporation......................................................              --         1,458,183
Other assets................................................................................          69,363            27,041
                                                                                              --------------      ------------
          Total assets......................................................................  $   17,441,948      $ 18,166,590
                                                                                              ==============      ============

                                               LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
     Line of credit.........................................................................  $    1,521,481      $         --
     Accounts payable.......................................................................       1,455,712         1,447,897
     Accrued payroll and payroll related expenses...........................................         505,580           352,701
     Deferred liabilities...................................................................         237,408           197,930
     Other accrued expenses.................................................................         393,602           385,999
     Current portion of long-term debt......................................................              --           146,594
                                                                                              --------------      ------------
          Total current liabilities.........................................................       4,113,783         2,531,121
Long-term liabilities:
     Long-term debt.........................................................................              --           221,462
                                                                                              --------------      ------------
          Total long-term liabilities.......................................................              --           221,462

Commitments and contingencies...............................................................

Stockholders' equity:
     Preferred stock; $.01 par value, 1,000,000 shares authorized; none issued
       outstanding..........................................................................              --                --
     Common stock, $.01 par value, 20,000,000 shares authorized; 9,161,409 shares
       issued at March 31, 1999 and 9,018,549 shares at September 30, 1998..................          91,614            90,185
     Additional paid-in capital.............................................................      29,213,072        28,377,718
     Shares held in escrow, at market; 42,860 shares at June 30, 1999.......................        (211,621)               --
     Retained earnings/(deficit)............................................................     (15,500,111)      (12,870,440)
     Net unrealized losses on marketable securities, net of tax effect......................         (15,085)          (10,380)
     Treasury stock, at cost; 44,500 shares at March 31, 1999 and 28,300 shares
       at September 30, 1998................................................................        (249,704)         (173,076)
                                                                                              --------------      ------------
          Total stockholders' equity........................................................      13,328,165        15,414,007
                                                                                              --------------      ------------
               Total liabilities and stockholders' equity...................................  $   17,441,948      $ 18,166,590
                                                                                              ==============      ============
</TABLE>


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

                                       1
<PAGE>

                         SATCON TECHNOLOGY CORPORATION
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (Unaudited)
<TABLE>
<CAPTION>
                                                                     For the three months ended       For the six months ended
                                                                               March 31,                        March 31,
                                                                         1999             1998            1999             1998
                                                                    ---------------  --------------  --------------- ---------------
                                                                     (as Restated)                    (as Restated)
                                                                    ---------------                  ---------------
<S>                                                                 <C>              <C>             <C>              <C>
Revenue...........................................................     $ 3,662,220      $4,325,548      $ 7,387,319     $ 8,021,167
                                                                       -----------      ----------      -----------     -----------
Cost of revenue...................................................       3,328,861       3,052,082        6,180,596       5,730,867
Selling, general and administrative expenses......................       1,028,748       1,163,303        2,018,328       2,542,295
Research and development expenses.................................          51,717          21,999          152,600         287,030
Amortization......................................................          94,035          82,408          171,793         137,595
                                                                       -----------      ----------      -----------     -----------
Total operating expenses..........................................       4,503,361       4,319,792        8,523,317       8,697,787
                                                                       -----------      ----------      -----------     -----------
Operating income/(loss)...........................................        (841,141)          5,756       (1,135,998)       (676,620)
Loss from Investment in Beacon Power Corporation..................        (424,173)       (969,984)      (1,488,183)       (969,984)
Other income/(loss)...............................................          (9,012)             --           (9,012)             --
Interest income/(expense), net....................................         (16,745)         53,199            3,522         106,363
                                                                       -----------      ----------      -----------     -----------
Net loss..........................................................     $(1,291,071)     $ (911,029)     $(2,629,671)    $(1,540,241)
                                                                       ===========      ==========      ===========     ===========
Provision/(benefit) for income taxes..............................              --              --               --              --
Net loss..........................................................     $(1,291,071)     $ (911,029)     $(2,629,671)    $(1,540,241)
                                                                       ===========      ==========      ===========     ===========
Net loss per weighted average share, basic and diluted............     $     (0.14)     $    (0.10)     $     (0.29)    $     (0.17)
                                                                       ===========      ==========      ===========     ===========
Weighted average number of common shares, basic and diluted.......       9,059,082       8,954,871        9,019,666       8,900,069
</TABLE>



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

                                       2
<PAGE>

                         SATCON TECHNOLOGY CORPORATION
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (Unaudited)

<TABLE>
<CAPTION>
                                                                                    For the six months ended
                                                                                            March 31,
                                                                                     1999                 1998
                                                                                 ------------        ------------
                                                                                 (as Restated)
<S>                                                                            <C>                   <C>
Cash flows from operating activities:
  Net loss ..........................................................          $(2,629,671)          $(1,540,241)
     Adjustments to reconcile net loss to net cash used
      in operating activities:
        Depreciation and amortization................................              467,089               426,414
        Allowance for unbilled contract costs........................                   --                (7,175)
        Allowance for doubtful accounts..............................               48,164                13,487
        Allowance for inventory......................................              491,071                    --
        Loss from Investment in Beacon Power Corp....................            1,488,183               969,984
        Loss on sale of marketable securities........................                9,012                    --
        Non-cash compensation expense related to issuance
           of common stock warrants to non-employees.................               56,362                    --
        Changes in operating assets and liabilities..................
            Accounts receivable......................................               34,420              (794,518)
            Prepaid expenses and other assets........................                  390                73,451
            Unbilled contract costs..................................           (1,357,776)              335,009
            Inventory................................................           (1,413,350)             (661,669)
            Other assets.............................................              554,131               (65,208)
            Accounts payable.........................................               14,115               102,648
            Accrued expenses and payroll.............................              127,789              (329,056)
            Deferred liabilities.....................................               39,478               165,862
                                                                               -----------           -----------
     Total adjustments...............................................              559,078               229,229
                                                                               -----------           -----------
Net cash used in operating activities................................           (2,070,593)           (1,311,012)
                                                                               -----------           -----------

Cash flows from investing activities:
  Sales and maturities of marketable securities......................              262,504               566,883
  Patent and intangible expenditures.................................              (40,167)             (399,753)
  Capital expenditures...............................................             (196,170)             (667,702)
  Acquisitions.......................................................             (245,876)                   --
  Accounts payable to affiliate......................................                   --            (1,676,540)
  Investment in Beacon Power Corporation.............................              (30,000)
                                                                               -----------           -----------
Net cash used in investing activities................................             (249,709)           (2,177,112)
                                                                               -----------           -----------

Cash flows from financing activities:
  Repayment of  borrowings...........................................             (100,000)              (42,842)
  Proceeds from line of credit.......................................            1,521,481                   --
  Proceeds from exercise of stock options............................                   --               581,739
  Proceeds from exercise of warrants.................................                   --             1,221,873
  Purchase of treasury stock.........................................              (76,628)                   --
                                                                               -----------           -----------
Net cash provided by financing activities............................            1,344,853             1,760,770
                                                                               -----------           -----------

Net decrease in cash and cash equivalents............................             (975,449)           (1,727,354)
Cash and cash equivalents at beginning of period.....................            1,201,610             4,256,504
                                                                               -----------           -----------
Cash and cash equivalents at end of period...........................          $   226,161           $ 2,529,150
                                                                               ===========           ===========
</TABLE>

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

                                       3
<PAGE>

                         SATCON TECHNOLOGY CORPORATION
        NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)


Note A. Basis of Presentation
-----------------------------

  The accompanying unaudited consolidated financial statements include the
accounts of SatCon Technology Corporation and its majority-owned subsidiaries
(collectively, the "Company") as of March 31, 1999 and 1998 and have been
prepared by the Company in accordance with generally accepted accounting
principles for interim financial reporting and with the instructions to Form 10-
Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. All intercompany accounts and transactions
have been eliminated. These consolidated financial statements, which in the
opinion of management reflect all adjustments (including normal recurring
adjustments) necessary for a fair presentation, should be read in conjunction
with the financial statements and notes thereto included in the Company's Annual
Report on Form 10-K for the year ended September 30, 1998. Operating results for
the three-month and six-month period ended March 31, 1999 are not necessarily
indicative of the results that may be expected for any future interim period or
for the entire fiscal year.

  In May 1999, the Company appointed Arthur Andersen LLP as the Company's
independent public accountants. In connection with the finalization of the
Company's financial results for the three and nine months ended June 30, 1999,
the Company, with the assistance of Arthur Andersen LLP, conducted a review of
its accounting policies and assessed the realizability of certain assets. As a
result of this effort, the Company has:

  .  changed the accounting method for its investment in Beacon Power
     Corporation from the cost method to the equity method, effective October
     23, 1998. See Note B.
  .  provided the following additional valuation reserves and adjustments which
     impact the results through March 31, 1999:


<TABLE>
<CAPTION>
                                              Three months      Six months
                                                 ended            ended
                                               March 31,         March 31,
                                                 1999              1999
                                              ----------------------------
<S>                                           <C>               <C>
Accounts receivable.........................           --       $   80,000
Unbilled contract costs.....................  $   100,000          100,000
Inventory...................................      700,000          700,000
Warranty reserve............................       12,000           24,000
Sales return reserve........................       22,000           45,000
                                              ----------------------------
                                              $   834,000       $  949,000
                                              ============================
</TABLE>


  .  written off $196,000 of machinery and equipment, $84,000 of which relates
     to the first quarter ended December 31, 1998.
  .  accrued rent expense of $90,000, which was recorded ratably over the first
     three quarters of fiscal 1999.
  .  recorded the fair market value, $56,000, of a warrant granted to a non-
     employee in November 1998.

  Based upon this review, the Company concluded that it was necessary to revise
its previsously disclosured unaudited results of operations for the three and
six months ended March 31, 1999. A summary of the impact of such restatement on
the consolidated financial statements for the unaudited three and six months
ended March 31, 1999 is as follows:

                                       4
<PAGE>

                         SATCON TECHNOLOGY CORPORATION
        NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)


<TABLE>
<CAPTION>
                                                                          Three Months Ended March 31, 1999
                                                                                     (Unaudited)
                                                                       As Previously              As Restated
                                                                            Reported
     <S>                                                            <C>                     <C>
     Total operating expenses                                       $      3,761,514        $       4,503,361
     Operating income (loss)                                                  23,039                 (841,141)
     Loss from Investment in Beacon Power Corporation                              -                 (424,173)
     Net Loss                                                                 (2,718)              (1,291,071)
     Net Loss per share, basic and diluted                          $           0.00        $           (0.14)
</TABLE>

<TABLE>
<CAPTION>
                                                                             Six Months Ended March 31, 1999
                                                                                       (Unaudited)
                                                                         As Previously             As Restated
                                                                              Reported
<S>                                                                 <C>                     <C>
Total operating expenses                                            $       7,518,304       $       8,523,317
Operating income (loss)                                                        13,681              (1,135,998)
Loss from Investment in Beacon Power Corporation                             (272,437)             (1,488,183)
Net Loss                                                                     (264,246)             (2,629,671)
Net Loss per share, basic and diluted                               $           (0.03)      $           (0.29)
</TABLE>

  The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities at the date of the
financial statements and the reported amounts of revenue and expenses during the
reporting period. Actual results could differ from those estimates.


Note B. Significant Events
--------------------------

Beacon Power Corporation

On October 23, 1998, the Company entered into a Securities Purchase Agreement
(the "Agreement") with Beacon Power Corporation ("Beacon"), Perseus Capital,
L.L.C. ("Perseus"), Duquesne Enterprises, Inc. ("Duquesne") and Micro
Generation Technology Fund, L.L.C ("Micro", and together with Perseus and
Duquesne the "Purchasers"). Pursuant to the terms of the Agreement, (i) the
Purchasers purchased from Beacon and Beacon issued, sold and delivered to the
Purchasers 1,900,000 shares (the "Shares") of Beacon's Class D Preferred
Stock, $.01 par value per share; (ii) the Purchasers have the right to receive
certain warrants to purchase shares of Beacon's common stock, $.01 par value per
share ("Beacon's Common Stock"); (iii) the Company granted the Purchasers the
right (the "Put Right") to cause the Company, in circumstances described
below, to purchase all of the Shares and all of Beacon's Common Stock issuable
upon conversion of the Shares; and (iv) upon exercise of the Put Right pursuant
to the terms of the Agreement, the Company must pay the consideration
contemplated by the Agreement in shares of the Company's common stock, $.01 par
value per share (the "Common Stock"), valued at the average fair value for the
fifteen trading days before and after notice of exercise of the Put Right. The
aggregate consideration received by Beacon was $4,750,000. The Put Right is
exercisable within sixty days of the second, third, fourth and fifth anniversary
of the closing date of the transaction, upon certain events of bankruptcy of
Beacon and upon the occurrence of certain going private transactions involving
the Company. If the Put Right were to be exercised, the Company would most
likely recognize a loss equal to the value of the Company's shares issued upon
exercise of the Put Right. The Company retained approximately .1% of Beacon's
outstanding voting stock. The Company owns shares of Series A Preferred stock of
Beacon. Series A preferred stock is non-voting and is convertible at anytime
into Beacon's Common Stock. On an as converted basis, the Company would own
approximately 70% of Beacon's outstanding voting stock.

                                       5
<PAGE>

                         SATCON TECHNOLOGY CORPORATION
        NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)


  After consultation with its new independent public accountants, Arthur
Andersen LLP, the Company retroactively changed its method of accounting for its
investment in Beacon to the equity method, effective October 23, 1998. This
change resulted in an additional $1,216,000 loss in the investment in Beacon
through March 31, 1999. The effect of this change on the quarterly results for
fiscal 1999 is as follows:

<TABLE>
<CAPTION>
                                                                    As Previously Reported     As Restated
                                                                    --------------------------------------
          Equity in the loss of Beacon:
             <S>                                                    <C>                      <C>
             Quarter ended December 31, 1998...................          $    272,437        $   1,064,010
             Quarter ended March 31, 1999......................                    --              424,173
                                                                    --------------------------------------
             Six months ended March 31, 1999...................          $    272,437        $   1,488,183
                                                                    ======================================
</TABLE>


  In future periods, the Company will continue to record its share of Beacon's
losses up to the amount of its actual and committed investment.

Issuance of Common Stock

     On January 4, 1999, the Company issued 100,000 shares of Common Stock to
two individuals in connection with the purchase by K&D MagMotor Corp., a wholly-
owned subsidiary of the Company, of certain assets and assumption of certain
liabilities of Inductive Components, Inc. ("Inductive") and Lighthouse Software,
Inc. ("Lighthouse," and together with Inductive, the "Sellers"). These shares
were issued in reliance upon the exemptions from registration under Section 4(2)
of the Securities Act of 1933, as amended (the "Securities Act"), or Regulation
D promulgated thereunder, relative to sales by an issuer not involving any
public offering.

     On March 9, 1999, the Company issued 42,860 shares of Common Stock to an
escrow agent in connection with a consulting agreement entered into by the
Company and Mr. Albert R. Snider pursuant to which Mr. Snider will perform such
consulting, advisory and related services as the Company may reasonably request
from time to time between October 1, 1999 and October 1, 2002. These shares were
issued in reliance upon the exemptions from registration under Section 4(2) of
the Securities Act or Regulation D promulgated thereunder, relative to sales by
an issuer not involving any public offering.

  At March 31, 1999, as previously stated, the Company accounted for the
$190,191 initial fair market value of the shares issued to Mr. Snider as a
prepaid expense with a corresponding increase to stockholders' equity. The
Company has (i) reclassified the prepaid expense to stockholders' equity, and
(ii) marked the value of the shares placed in escrow to fair market value at
March 31, 1999. As long as the shares remain in escrow, the Company will
continue to mark the shares to their fair market value.


Line of Credit

  On December 16, 1998, the Company obtained a $2,000,000 discretionary demand
line of credit (the "Line of Credit"), bearing interest at the bank's prime rate
of interest plus 1 1/2%. Available borrowings are based on a formula of eligible
accounts receivable and inventory and will be used for capital expenditures,
working capital and general corporate purposes. On May 7, 1999, the Company
increased the Line of Credit to $3,000,000.

                                       6
<PAGE>

                         SATCON TECHNOLOGY CORPORATION
        NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)


Acquisitions

  On January 4, 1999, the Company acquired substantially all of the assets and
assumed certain of the liabilities of Inductive and Lighthouse pursuant to the
terms of an Asset Purchase Agreement, dated as of January 4, 1999, among K&D,
the Company, Inductive, Lighthouse and Thomas Glynn, the sole stockholder of
Inductive and the majority stockholder of Lighthouse. The aggregate
consideration paid by the Company for the acquired assets of the Sellers
consisted of (i) 100,000 shares of the Company's Common Stock and (ii) the
repayment of $245,876 of debt owed by the Sellers to a third-party bank.

  On March 31, 1999, the Company entered into an agreement to purchase
substantially all of the assets and assume certain liabilities of HyComp, Inc.
pursuant to the terms of an Asset Purchase Agreement dated March 31, 1999 by and
between HyComp, Inc. and HyComp Acquisition Corp., a wholly-owned subsidiary of
the Company (the "HyComp Asset Purchase Agreement").


Note C. Income per Share
------------------------

  The following is the reconciliation of the numerators and denominators of the
basic and diluted per share computations of loss:

<TABLE>
<CAPTION>
                                                                         For the three months ended     For the six months ended
                                                                                   March 31,                     March 31,
                                                                             1999            1998          1999            1998
                                                                        -------------    ------------  ------------    ------------
                                                                        (As Restated)                  (As Restated)
<S>                                                                     <C>              <C>           <C>             <C>
     Net loss........................................................   $ (1,291,071)    $  (911,029)  $  (2,629,671)  $ (1,540,241)
     Basic:
     Common shares outstanding, beginning of period..................      8,978,249       8,918,844       8,990,249      8,769,146
     Weighted average common shares issued during the period.........         83,333          36,027          41,667        130,923
     Weighted average shares repurchased during the period...........         (2,500)             --         (12,250)            --
                                                                        ------------     -----------   -------------   ------------
     Weighted average shares outstanding--basic......................      9,059,082       8,954,871       9,019,666      8,900,069
                                                                        ============     ===========   =============   ============
     Net loss per weighted average share, basic......................   $      (0.14)    $     (0.10)  $       (0.29)  $      (0.17)
                                                                        ============     ===========   =============   ============
     Diluted:
     Weighted average shares outstanding--basic......................      9,059,082       8,954,871       9,019,666      8,900,069
     Weighted average common stock equivalents (a)...................             --              --              --             --
                                                                        ------------     -----------   -------------   ------------
     Weighted average shares outstanding--diluted....................      9,059,082       8,954,871       9,019,666      8,900,069
                                                                        ============     ===========   =============   ============
     Net loss per weighted average share, diluted....................   $      (0.14)    $     (0.10)  $       (0.29)  $      (0.17)
                                                                        ============     ===========   =============   ============
</TABLE>

(a)    not included if antidilutive

As of March 31, 1999 and 1998, 1,374,616 and 584,494 options and warrants,
respectively, were excluded from the weighted average common shares outstanding
as their effect would be anti-dilutive.

                                       7
<PAGE>

                         SATCON TECHNOLOGY CORPORATION
 NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) - (Continued)


Note D. Inventory
-----------------

  Inventory consists of the following:
<TABLE>
<CAPTION>
                                             March 31,        September 30,
                                               1999               1998
                                           ------------       -------------
<S>                                        <C>                <C>
Raw material.............................  $   1,774,375      $   1,783,803
Work-in-process..........................      2,229,949          1,788,241
Finished goods...........................        566,469            106,023
                                           -------------      -------------
                                           $  4,570,7930      $   3,678,067
                                           =============      =============
</TABLE>

  During the quarter ended June 30, 1999, the Company performed a review of
the inventory valuation methodologies. The Company determined that adjustments
totalling approximately $700,000 were required to reduce inventory and increase
cost of revenue for the quarter ended March 31, 1999.

Note E. Comprehensive Income
----------------------------

  As of October 1, 1998, the Company adopted Statement of Financial Accounting
Standards No. 130 ("SFAS 130"), "Reporting Comprehensive Income." SFAS 130
requires that changes in comprehensive income be shown in a financial statement
that is displayed with the same prominence as other financial statements.
Financial statements for prior periods must be restated.


  The Company's total comprehensive income is as follows:

<TABLE>
<CAPTION>
                                                                     For the three months ended     For the six months ended
                                                                                March 31,                      March 31,
                                                                         1999             1998            1999            1998
                                                                    --------------   ------------    -------------    -------------
                                                                    (As Restated)                    (As Restated)
<S>                                                                <C>               <C>             <C>              <C>
Net loss.........................................................  $   (1,291,071)   $   (911,029)   $  (2,629,671)   $  (1,540,241)
                                                                   ==============    ============    =============    =============

Other comprehensive income/(loss), net of tax:
     Unrealized gains/(losses) on securities.....................  $          961    $      4,170    $      (4,705)   $       6,136
                                                                   --------------    ------------    -------------    -------------
Other comprehensive income/(loss)................................  $          961    $      4,170    $      (4,705)   $       6,136
                                                                   --------------    ------------    -------------    -------------
Comprehensive loss...............................................  $   (1,290,110)   $   (906,859)   $  (2,634,376)   $  (1,534,105)
                                                                   ==============    ============    =============    =============
</TABLE>

Note F.  Subsequent Events
--------------------------

  On April 12, 1999, the Company executed an agreement to purchase substantially
all of the assets and assume certain liabilities of HyComp, Inc. ("HyComp").
This agreement was dated as of March 31, 1999 and was by and between HyComp and
HyComp Acquisition Corp., a wholly-owned subsidiary of the Company. On April 12,
1999 (the "Closing Date"), the Company completed the acquisition of HyComp. The
aggregate consideration paid by the Company for the acquired assets of HyComp
consisted of (i) $750,000 in cash; (ii) the assumption of certain liabilities
and obligations of HyComp in the amount of approximately $250,000; (iii)
transaction costs of $73,000, and (iv) the Company agreed to pay a 5% royalty to
HyComp on certain sales for 52 weeks subsequent to the Closing Date.

                                       8
<PAGE>

ITEM 2:  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS

     This Quarterly Report on Form 10-Q contains forward-looking statements
within the meaning of Section 21E of the Securities Exchange Act of 1934 as
amended, and Section 27A of the Securities Act of 1933. For this purpose, any
statements contained herein that are not statements of historical fact may be
deemed to be forward-looking statements. Without limiting the foregoing, the
words "believes", "anticipates", "plans", "expects", and similar expressions are
intended to identify forward-looking statements. There are a number of important
factors that could cause the Company's actual results to differ materially from
those indicated by such forward-looking statements. The factors include, without
limitation, those set forth below under the caption "Factors Affecting Future
Results."

Results of Operations

     The following table sets forth, for the periods indicated, the percentage
of revenue for certain items in the Company's Statement of Operations for each
period :


<TABLE>
<CAPTION>
                                                                     For the three months           For the six months
                                                                        Ended  March 31,              Ended  March 31,
                                                                -----------------------------------------------------------
                                                                      1999           1998           1999           1998
                                                                -----------------------------------------------------------
<S>                                                             <C>                  <C>            <C>            <C>
Revenue......................................................         100.0%         100.0%         100.0%         100.0%
Cost of revenue..............................................          90.9%          70.6           83.7%          71.4
Selling, general and administrative expenses.................          28.1%          26.9           27.3%          31.7
Research and development expenses............................           1.4%           0.5            2.1%           3.6
Amortization.................................................           2.6%           1.9            2.3%           1.7
Total operating expenses (excluding cost of
   revenue)..................................................          32.1%          29.3           31.7%          37.0
Operating income/(loss)......................................         (23.0)%          0.1          (15.4)%         (8.4)
Loss from Investment in Beacon Power Corporation.............         (11.6)%        (22.4)         (20.1)%        (12.1)
Other income/(loss)..........................................          (0.2)%            -           (0.1)             -
Interest income/(expense), net...............................          (0.5)%          1.2            0.0%           1.3
Net loss before income taxes.................................         (35.3)%        (21.1)%        (35.6)%        (19.2)%
Provision/(benefit) for income taxes.........................           0.0%           0.0%           0.0%           0.0%
Net loss.....................................................         (35.3)%        (21.1)%        (35.6)%        (19.2)%
</TABLE>




Three Months Ended March 31, 1999 ("Q2 1999") Compared to the Three Months Ended
--------------------------------------------------------------------------------
March 31, 1998 ("Q2 1998")
--------------------------

     Revenue. The Company's revenue decreased approximately $541,000 or 12.5%,
from Q2 1998 to Q2 1999. The decrease is primarily attributable to a reduction
in revenue related to research and development contracts.

     Cost of revenue. Cost of revenue increased approximately $277,000 or 9.1%,
from Q2 1998 to Q2 1999. During the quarter ended June 30, 1999, the Company
performed a review of the inventory valuation methodologies. The Company
determined that adjustments totalling approximately $700,000 were required to
reduce inventory and increase cost of revenue for the quarter ended March 31,
1999. These increases were partially offset by a decrease in effort on research
and development contracts.

     Selling, general and administrative expenses. Selling, general and
administrative expenses decreased approximately $135,000 or 11.6% from Q2 1998
to Q2 1999. The decrease is primarily the result of a reduction of professional
fees and travel due to better management in these expenses.

     Research and development expenses. Research and development expenses
increased approximately $30,000 or 135.1% from Q2 1998 to Q2 1999. The increase
is attributable to the continued development of magnetic bearings and suspension
systems and electro-optic and sensor inspection systems.

                                       9
<PAGE>

     Amortization. Amortization increased approximately $12,000 or 14.1% from Q2
1998 to Q2 1999. This was primarily the result of goodwill recorded in
connection with the acquisition of Inductive and Lighthouse in January 1999.

     Loss from Investment in Beacon Power Corporation. After consultation with
its new independent public accountants, Arthur Andersen LLP, the Company
retroactively changed its method of accounting for its investment in Beacon to
the equity method, effective October 23, 1998. This change resulted in an
additional $1,216,000 loss in the investment in Beacon thru March 31, 1999. The
effect of this change on the quarterly results for fiscal 1999 is as follows:

<TABLE>
<CAPTION>
                                                      As Previously Reported      As Restated
                                                      ---------------------------------------
 <S>                                                  <C>                         <C>
     Equity in the loss of Beacon:
       Quarter ended December 31, 1998..........             $ 272,437            $ 1,064,010
       Quarter ended March 31, 1999.............                    --                424,173
                                                      ---------------------------------------
       Six months ended March 31, 1999..........             $ 272,437            $ 1,488,183
                                                     ========================================
</TABLE>

     In future periods, the Company will continue to record its share of
Beacon's losses up to the amount of its actual and committed investment.

Other income/(loss), net.  Other income/(loss), net decreased approximately
$9,000 from Q2 1998 to Q2 1999.  The loss was the result of the sale of a
marketable security.

     Interest income/(expense), net. Interest income/(expense), net decreased
approximately $70,000 or 131.5% from Q2 1998 to Q2 1999. The decrease is the
result of increased borrowings under the Line of Credit to approximately
$1,521,000 at March 31, 1999 and the decrease in marketable securities of
approximately $1,035,000 or 73.1% from March 31, 1998 to March 31, 1999.

Six Months Ended March 31, 1999 ("Q2 1999 YTD") Compared to the Six Months Ended
--------------------------------------------------------------------------------
March 31, 1998 ("Q2 1998 YTD")
-----------------------------

     Revenue. The Company's revenue decreased approximately $634,000 or 7.9%,
from Q2 1998 YTD to Q2 1999 YTD. The decrease is primarily attributable to a
reduction in revenue related to research and development contracts. This
decrease in revenue was partially offset by increases of sale of manufactured
products. The Company began shipping production orders for SatCon's Integrated
Suspension and Motor System ("ISAM") during 1999.

     Cost of revenue. Cost of revenue increased approximately $450,000 or 7.8%,
from Q2 1998 YTD to Q2 1999 YTD. During the quarter ended June 30, 1999, the
Company performed a review of the inventory valuation methodologies. The Company
determined that adjustments totalling approximately $700,000 were required to
reduce inventory and increase cost of revenue for the quarter ended March 31,
1999. These increases were partially offset by a decrease in effort on research
and development contracts.

     Selling, general and administrative expenses. Selling, general and
administrative expenses decreased approximately $524,000 or 20.6% from Q2 1998
YTD to Q2 1999 YTD. The decrease is primarily the result of the recapitalization
of Beacon. During 1997, the Company formed Beacon, a wholly-owned subsidiary, to
continue the work of the Company's Energy Systems Division. During a
recapitalization of Beacon in December 1997, the Company converted a significant
portion of its ownership of Beacon to convertible preferred stock. The Company
retained approximately .1% of Beacon's outstanding voting stock. Although the
Company owned less than 20% of the outstanding voting stock of Beacon, based on
other factors, there was a presumption that the Company had the ability to
exercise significant influence, and the equity method was required for the fair
presentation subsequent to this recapitalization. The Company's share of losses
from Beacon is shown as a single

                                      10
<PAGE>

amount in the statement of operations, "Loss from Investment in Beacon Power
Corporation."  This decrease was partially offset by increases of expenses
related to K&D MagMotor and SatCon Film Microelectronics, Inc. ("FMI").

     Research and development. Research and development expenses decreased
approximately $134,000 or 46.8% from Q2 1998 YTD to Q2 1999 YTD. The decrease is
primarily the result of the recapitalization of Beacon. This decrease was
partially offset by increases of expenses related to the continued development
of magnetic bearings and suspension systems and electro-optic and sensor
inspection systems.

     Amortization. Amortization increased approximately $34,000 or 24.9% from Q2
1998 YTD to Q2 1999 YTD. This was primarily the result of the acquisition of
Inductive and Lighthouse by K&D Magmotor Corp.

     Loss from Investment in Beacon Power Corporation. After consultation with
its new independent public accountants, Arthur Andersen LLP, the Company
retroactively changed its method of accounting for its investment in Beacon to
the equity method, effective October 23, 1998. This change resulted in an
additional $1,216,000 loss in the investment in Beacon. The effect of this
change on the quarterly results for fiscal 1999 is as follows:

<TABLE>
<CAPTION>
                                                         As Previously Reported           As Restated
                                                         --------------------------------------------
<S>                                                      <C>                            <C>
Equity in the loss of Beacon:
  Quarter ended December 31, 1998.................                 $ 272,437              $ 1,064,010
  Quarter ended March 31, 1999....................                        --                  424,173
                                                         --------------------------------------------
  Six months ended March 31, 1999.................                 $ 272,437              $ 1,488,183
                                                         ============================================
</TABLE>


In future periods, the Company will continue to record its share of Beacon's
losses up to the amount of its actual and committed investment.

     Other income/(loss), net. Other income, net increased approximately $9,000
from Q2 1998 YTD to Q2 1999 YTD. The loss was the result of the sale of a
marketable security.

     Interest income/(expense), net. Interest income, net decreased
approximately $103,000 or 96.7% from Q2 1998 YTD to Q2 1999 YTD. The decrease is
the result of increased borrowings under the Line of Credit to approximately
$1,521,000 at March 31, 1999 and the decrease in marketable securities of
approximately $1,035,000 or 73.1% from March 31, 1998 to March 31, 1999.

Liquidity and Capital Resources

     The Company's cash and cash equivalents was approximately $226,000 as of
March 31, 1999, a decrease of approximately $975,000 from September 30, 1998.
Cash used in operating activities was approximately $2,071,000 for Q2 1999,
compared to approximately $1,311,000 for Q2 1998. The cash used in operating
activities is primarily the result of an increase in inventory related to the
introduction of a new line of standard regulators.

     On December 16, 1998, the Company obtained a $2,000,000 discretionary
demand line of credit (the "Line of Credit"), bearing interest at the bank's
prime rate of interest plus 1 1/2%. Available borrowings are based on a formula
of eligible accounts receivable and inventory and will be used for capital
expenditures, working capital and general corporate purposes.

     The Company anticipates that its existing cash resources, cash flow from
operations and the Line of Credit will be sufficient to fund its operations
through at least December 31, 1999, provided that the Company meets its
operating plan. To the extent cash flows from operations is insufficient to fund
the Company's activities, it may be necessary to raise additional funds through
equity or debt financing. The Company's ability to generate cash from operations
depends upon, among other things, revenue growth, its credit and payment terms
with vendors, the

                                      11
<PAGE>

collection of accounts receivable, and the availability of the Line of Credit.
If such sources of cash prove insufficient or it is otherwise unable to obtain
necessary third party funding through the issuance of debt or equity securities
or otherwise, the Company will be required to make changes in its operations,
sell assets or otherwise seek protection from its creditors. Any of these
actions will likely have a material adverse effect on the Company.

     The Company has currently outstanding a stock repurchase program which
authorizes the Company to repurchase up to 5% of its outstanding common stock
(the "Repurchase Program"). Under the Repurchase Program the Company is
authorized to purchase shares of the Company's common stock on the open market
from time to time, depending on market conditions.


Effects of Inflation

     The Company believes that inflation and changing prices over the past three
years have not had a significant impact on the Company's net sales and revenues
or on income from continuing operations.

Factors Affecting Future Results

     The Company's future results remain difficult to predict and may be
affected by a number of factors which could cause actual results to differ
materially from forward-looking statements contained in this Quarterly Report on
Form 10-Q and presented elsewhere by management from time to time. These factors
include business conditions within the automotive, telecommunications,
industrial machinery, and semiconductor industries and the world economies as a
whole, and competitive pressures that may impact research and development
spending. The Company's revenue growth is dependent on technology developments
and contract research and development for both the government and commercial
sectors and no assurance can be given that such investments will continue or
that the Company can successfully obtain such funds. In addition, the Company's
future growth opportunities are dependent on the introduction of new products
that must penetrate automotive, telecommunications, industrial, and computer
market segments. No assurance can be given that new products can be developed,
or if developed, will be successful; that competitors will not force prices to
an unacceptably low level or take market share from the Company; or that the
Company can achieve or maintain profits in these markets. Because of these and
other factors, past financial performances should not be considered an indicator
of future performance. Investors should not use historical trends to anticipate
future results and should be aware that the Company's stock price frequently
experiences significant volatility.

     On October 23, 1998, the Company entered into the Agreement with Beacon,
Perseus, Duquesne and Micro. Pursuant to the terms of the Agreement, (i) the
Purchasers purchased from Beacon and Beacon issued, sold and delivered to the
Purchasers the Shares) of Beacon's Class D Preferred Stock, $.01 par value per
share; (ii) the Purchasers have the right to receive certain warrants to
purchase shares of Beacon's Common Stock; (iii) the Company granted the
Purchasers the right (the "Put Right") to cause the Company, in circumstances
described below, to purchase all of the Shares and all of Beacon's Common Stock
issuable upon conversion of the Shares; and (iv) upon exercise of the Put Right
pursuant to the terms of the Agreement, the Company must pay the consideration
contemplated by the Agreement in shares of the Company's Common Stock, valued at
the average fair value for the fifteen trading days before and after notice of
exercise of the Put Right. The aggregate consideration received by Beacon was
$4,750,000. The Put Right is exercisable within sixty days of the second, third,
fourth and fifth anniversary of the closing date of the transaction, upon
certain events of bankruptcy of Beacon and upon the occurrence of certain going
private transactions involving the Company. If the Put Right were to be
exercised, the Company would most likely recognize a loss equal to the value of
the Company's shares issued upon exercise of the Put Right.

Effect of Recent Accounting Pronouncements

     In June 1997, the FASB issued Statement of Financial Accounting Standards
No. 131 ("SFAS 131"), "Disclosure about Segments of an Enterprise and Related
Information." SFAS 131 is effective for fiscal years beginning after December
15, 1997 and establishes annual and interim reporting standards for an
enterprise's

                                      12
<PAGE>

operating segments and related disclosures about its products and services,
geographical areas and major customers. The Company will adopt SFAS 131 in the
fiscal year ending September 30, 1999. This Statement need not be applied to
interim financial periods in the initial year of application, however,
comparative information for interim financial statements in the year of
application will be reported in financial statements for interim periods in the
second year of application.

     In June 1998, the FASB issued Statement of Financial Accounting Standards
No. 133 ("SFAS 133"), "Accounting for Derivative Instruments and Hedging
Activities." SFAS 133 is effective for fiscal years beginning after June 15,
1999 and establishes a new model for accounting for derivatives and hedging
activities. The Company will adopt SFAS 133 beginning in the first quarter of
the fiscal year ending September 30, 2000.

     Adoption of SFAS 131 and SFAS 133 are not expected to have a material
impact to the Company's consolidated financial position, results of operations
or cash flows, and any effect will be limited to the form and content of its
disclosures.

Effects of Year 2000

     The year 2000 ("Y2K") issue is the result of computer programs being
written using two digits rather than four digits to define the applicable year.
Certain computer programs that have date-sensitive software and use two digits
only may recognize a date using "00" as the year 1900 rather than the year 2000.

     The Company recognizes the need to ensure its operations will not be
adversely impacted by the Y2K software failures and has established a project
team to address the Y2K risks. The project team has coordinated the
identification of, and will coordinate the implementation of, changes to
computer hardware and software applications that will attempt to ensure
availability and integrity of the Company's information systems and the
reliability of its operational systems and manufacturing processes. The Company
is also assessing the potential overall impact of Y2K on its business, results
of operations and financial position.

     The Company has reviewed its information and operational systems and
manufacturing processes in order to identify those products, services or systems
that are not Y2K compliant. As a result of this review, the Company has
determined that it will be required to modify or replace certain information and
operational systems so that they will be Y2K compliant. These modifications and
replacements are being, and will continue to be, made in conjunction with the
Company's overall system initiatives. The total cost of these Y2K compliance
measures has not been, and is not anticipated to be, material to the Company's
financial position or its results of operations. The Company expects to complete
its Y2K project during fiscal year 1999. Based on available information, the
Company does not believe any material exposure to significant business
interruption exists as a result of Y2K compliance issues. Accordingly, the
Company has not adopted any formal contingency plan in the event its Y2K project
is not completed in a timely manner. These costs and the timing in which the
Company plans to complete its Y2K modifications and testing processes are based
on management's best estimates. However, there can be no assurance that the
Company will timely identify and remediate all significant Y2K problems, that
remedial efforts will not involve significant time and expense or that such
problems will not have a material adverse effect on the Company's business,
results of operations or financial position.

     The Company also faces risks to the extent that suppliers of products,
services and systems purchased by the Company and others with whom the Company
transacts business do not comply with the Y2K requirements. The Company is
identifying significant suppliers and customers to determine the extent to which
the Company is vulnerable to these third parties' failure to remediate their own
Y2K issues. In the event any such third party cannot provide the Company the
products, services or systems that meet the Y2K requirements on a timely basis,
the Company's results of operations could be materially and adversely affected.
To the extent Y2K issues cause significant delays in, or cancellation of,
decisions to purchase the Company's products or services, the Company's
business, results of operations or financial position would be materially
adversely affected.

                                      13
<PAGE>

ITEM 3:  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Interest Rate Risk

     The Company maintains an investment portfolio consisting of debt securities
of various issuers, types and maturities. These securities are classified as
available for sale, and consequently are recorded on the balance sheet at market
value, with the unrecorded gain or loss recorded through the equity section.
These instruments are not leveraged, and are not held for purposes of trading.

     The following table summarizes derivative financial instruments included in
marketable securities held by the Company at March 31, 1999, which are sensitive
to changes in interest rates:

                     For the years ended September  30,_
<TABLE>
<CAPTION>
                                                                                 Total  Face   Total Fair
Description                1999    2000   2001     2002   2003     Thereafter      Value          Value
-----------                ----    ----   ----     ----   ----     ----------      -----          -----
<S>                        <C>     <C>    <C>      <C>    <C>      <C>           <C>           <C>
Floater                                                            $350,000        $350,000     $325,500
 Average Interest Rate     5.3%    5.3%   5.3%     5.3%   5.3%          5.3%

CMO                                                                $ 48,695        $ 48,695     $ 55,578
 Average Interest Rate     5.6%    5.6%   5.6%     5.6%   5.6%          5.6%
</TABLE>

                                      14

<PAGE>

PART II:  OTHER INFORMATION

Item 1.  Legal Proceedings:

     On December 12, 1997, FMI filed suit against Albert R. Snider for breach of
certain representations made by Mr. Snider, including statements of inventory
balances, in the Asset Purchase Agreement, dated as of April 3, 1997, between
FMI and Mr. Snider relating to the purchase by the Company of the business of
FMI. The suit was filed in the United States District Court in Boston,
Massachusetts. The parties dismissed the lawsuit because settlement discussions
between the Company and Mr. Snider were ongoing. However, those settlement
discussions were unsuccessful, and the lawsuit was reinstated on July 17, 1998.
Mr. Snider filed a counterclaim seeking, among other things, payments allegedly
due from the Company under a promissory note and unspecified damages under the
Massachusetts unfair trade practices statute. Mr. Snider's motion for partial
summary judgment on the promissory note counterclaim was denied by the District
Court on October 15, 1998.

     On December 30, 1998, Mr. Snider filed a motion to amend his counterclaim,
seeking to assert two additional claims against the Company for: (i) the
Company's breach of an alleged promise to make Mr. Snider a member of the
Company's Board of Directors; and (ii) alleged misrepresentations in the
Company's financial statements. The additional claims sought unspecified
damages, and/or an order requiring the Company to offer Mr. Snider a seat on the
Company's Board of Directors. On January 21, 1999, the District Court denied Mr.
Snider's motion to amend his counterclaim. On January 28, 1999, Mr. Snider filed
a motion asking the court to reconsider its January 21, 1999 order. On February
12, 1999, the District Court also denied the motion.

     Pursuant the the terms of the Agreement, dated March 1, 1999, by and
between the Company, FMI and Mr. Snider (the "Settlement Agreement"), the
parties reached a definitive settlement arangement regarding this litigation. On
March 9, 1999, the parties filed a Stipulation of Dismissal With Prejudice with
the District Court and no further action is required by either party with
respect to this matter.

     Pursuant to the terms of the Settlement Agreement, the Company made a
$100,000 cash payment to Mr. Snider on March 9, 1999 and the parties executed
mutual general releases dismissing any and all claims between them. In addition,
the Settlement Agreement provides a right of first refusal in favor of the
Company with respect to certain shares of the Company's Common Stock,
beneficially owned by Mr. Snider. Concurrently with the execution of the
Settlement Agreement, the Company and Mr. Sneder entered into a consulting
agreement pursuant to which Mr. Snider will perform such consulting, advisory
and related services as the Company may reasonably request from time to time
between October 1, 1999 and October 1, 2002. In exchange for these services, the
Company issued 42,860 shares of its Common Stock to an escrow agent who will
release such shares to Mr. Snider or his nominees on January 2, 2001.

     Disclosure relating to this litigation was previously set forth in the
Company's Annual Report on Form 10-K for the fiscal year ended September 30,
1998 and the Company's Quarterly Report on Form 10-Q for the quarterly period
ended December 31, 1998.

Item 2.  Changes in Securities and Use of Proceeds:

     On January 4, 1999, the Company issued 100,000 shares of Common Stock to
two individuals in connection with MagMotor's purchase of certain assets and
assumption of certain liabilities of Inductive and Lighthouse. These shares were
issued in reliance upon the exemptions from registration under Section 4(2) of
the Securities Act or Regulation D promulgated thereunder, relative to sales by
an issuer not involving any public offering.

     On March 9, 1999, the Company issued 42,860 shares of Common Stock to an
escrow agent in connection with a consulting agreement entered into by the
Company and Mr. Snider pusuant to which Mr. Snider will perform such consulting,
advisory and related services as the Company may reasonably request from time to
time between October 1, 1999 and October 1, 2002. These shares were issued in
reliance upon the exemptions from registration under Section 4(2) of the
Securities Act or Regulation D promulgated thereunder, relative to sales by an
issuer not involving any public offering.

                                      15
<PAGE>

Item 3.  Defaults upon Senior Securities:
Not applicable.

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

At the Company's Annual Meeting of Stockholders (the "Annual Meeting") held on
March 17, 1999, the Company's stockholders approved the following:

<TABLE>
<CAPTION>
PROPOSAL                                                                                ABSTAIN
BROKER                                    NON-VOTES        FOR              AGAINST     WITHHELD
<S>                                       <C>              <C>              <C>         <C>
(1)  To elect the following
Class II Directors:
John P. O'Sullivan                             0           8,398,584              0      323,960

Michael C. Turmelle.                           0           8,394,846              0      327,698
</TABLE>

The other directors of the Company, whose terms of office as directors continued
after the Annual Meeting are Marshall J. Armstrong,  Anthony J. Villiotti,
David B. Eisenhaure and James L. Kirtley, Jr., Ph.D.

<TABLE>
<S>                                    <C>                 <C>              <C>           <C>
(2)  To approve an amendment
to the Company's Certificate
of Incorporation increasing from
15,000,000 to 20,000,000 the
number of authorized shares of
Common Stock.                                  0           8,465,834        201,266       55,444

(3)  To approve the Company's
1998 Stock Incentive Plan.             2,720,795           5,359,339        616,696       25,714

(4)  To ratify the selection of
PricewaterhouseCoopers LLP as
Independent auditors for the fiscal
year ending September 30, 1999.                0           8,684,549         31,096        6,899
</TABLE>

Item 5.  Other Information:
Not applicable.

Item 6   Exhibits and Reports on Form 8-K:

(a) Exhibits

10.24    License and Technical Assistance Agreement dated as of June 7, 1999 by
         and between Delco Remy America, Inc. and the Registrant.

27  Financial Data Schedule

                                      16
<PAGE>

(b) Reports on Form 8-K

     On January 14, 1999, the Company filed a Current Report on Form 8-K, dated
January 4, 1999, in connection with the Asset Purchase Agreement, dated January
4, 1999, among K&D MagMotor Corp., a wholly-owned subsidiary of SatCon
Technology Corporation, Inductive, Lighthouse and Thomas Glynn, the sole
stockholder of Inductive and the majority stockholder of Lighthouse.

                                      17
<PAGE>

                                   SIGNATURE

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


                                    SATCON TECHNOLOGY CORPORATION


Date:  August 20, 1999       By:    /s/ Michael C. Turmelle
                                    -----------------------------------------
                                    Michael C. Turmelle, Vice President,
                                    Chief Financial Officer, Treasurer and
                                    Secretary
                                    (Principal Financial and Accounting Officer)


                                      18