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

                                    FORM 10-Q
[Mark One]

     [X]  Quarterly  Report  Pursuant  to Section 13 or 15(d) of the  Securities
          Exchange Act of 1934 For the quarterly period ended June 30, 2000.
                                       OR
     [ ]  Transition  Report  Pursuant to Section 13 or 15(d) of the  Securities
          Exchange Act of 1934

          For the transition period from ________ to ________.

                           Commission File No. 0-19727

                          CUMBERLAND TECHNOLOGIES, INC.
             (Exact name of registrant as specified in its charter)

          Florida                                          59-3094503
         ----------------------------------------------    ---------------------
         (State or other jurisdiction of incorporation)   (I.R.S.Employer
                                                            Identification No.)

         4311 West Waters Avenue, Suite 501
                  Tampa, Florida                           33614
         ----------------------------------------------    ---------------------
         (Address of principal executive office)           (Zip code

                                 (813) 885-2112
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

                                 Not applicable
--------------------------------------------------------------------------------
              (Former name, former address and formal fiscal year,
                         if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months and (2) has been subject to such filing requirements for
the past 90 days. Yes [x] No [ ]

               Applicable Only to Insurers Involved in Bankruptcy
                   Proceedings During the Preceding Five Years

Indicate by a check mark  whether the  registrant  has filed all  documents  and
reports  required  to be filed by  Sections  12,  13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court. Yes [x] No [ ]

                      Applicable Only to Corporate Issuers

The  number  of shares  of the  Registrant's  common  stock,  $.001  par  value,
outstanding as of June 30, 2000 was 5,553,244 shares.

<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

                                    FORM 10-Q

                                      INDEX

PART I   FINANCIAL INFORMATION
------   ---------------------

                                                                            Page
                                                                            ----

         Item 1.   Condensed consolidated balance sheets at June 30, 2000
                     (unaudited) and December 31, 1999 ......................1-2

                   Condensed unaudited consolidated statements of operations
                     for the six months ended June 30, 2000
                     and June 30, 1999 ........................................3

                   Condensed unaudited consolidated statements of operations
                     for the three months ended June 30, 2000
                     and June 30, 1999 ........................................4

                   Condensed consolidated statements of stockholders'
                     equity for the six months ended June 30, 2000
                     (unaudited)and for the year ended December 31, 1999 ......5

                   Condensed unaudited consolidated statements of
                     cash flows for the six months ended June 30, 2000
                     and June 30, 1999 ........................................6

                   Notes to condensed unaudited consolidated financial
                     statements ............................................7-12

        Item 2.    Management's Discussion and Analysis of financial
                     condition and results of operations ..................13-15


PART II  OTHER INFORMATION
-------  -----------------

        Item 1. Legal proceedings ............................................16

        Item 2. Changes in securities ........................................16

        Item 3. Defaults upon senior securities ..............................16

        Item 4. Submission of matters to a vote of security holders ..........16

        Item 5. Other information ............................................16

        Item 6. Exhibits and Reports of Form 8-K .............................16

                Signatures ...................................................17

<PAGE>

           UNITED STATES SECURITIES AND EXCHANGE COMMISSION FORM 10-Q
                         PART I - FINANCIAL INFORMATION


Item 1.           FINANCIAL STATEMENTS

                          CUMBERLAND TECHNOLOGIES, INC.

                      CONDENSED CONSOLIDATED BALANCE SHEETS


                                                          June 30,  December 31,
                                                            2000       1999
                                                       -----------  ------------
                                                        (unaudited)
  ASSETS
  ------

Investments:
    Securities available-for-sale at fair value:
       Fixed maturities ............................   $ 6,828,206   $ 3,698,506
       Equity securities ...........................       110,313       602,194
    Fixed maturity securities held-to-maturity at
       amortized cost ..............................     1,222,378     2,722,489
    Residential mortgage loan on real estate, at
       unpaid principal ............................       939,702       940,304
    Short-term investments .........................       440,239       430,239
                                                       -----------    ----------
       Total investments ...........................     9,540,838     8,393,732

Cash and cash equivalents ..........................     1,201,173     2,000,147
Accrued investment income ..........................       184,787        66,088

Reinsurance recoverable ............................     4,217,964     2,898,422

Accounts receivable:
    Trade ..........................................     3,565,273     2,896,358
    Affiliate ......................................       451,728       404,481
Deferred tax asset .................................       304,983       304,983
Deferred policy acquisition costs ..................     1,963,447     1,601,427
Intangibles, net ...................................     1,187,504     1,266,635
Other investment ...................................       571,431       559,418
Other assets .......................................       311,944       314,859
                                                       -----------   -----------
                                                       $23,501,072   $20,706,550
                                                       ===========   ===========





            See notes to condensed consolidated financial statements.


<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

                      CONDENSED CONSOLIDATED BALANCE SHEETS


                                                       June 30,     December 31,
                                                        2000             1999
                                                    ------------   -------------
                                                     (unaudited)

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------

Policy liabilities and accruals:
   Loss and loss adjustment expenses .............  $  4,760,997   $  4,576,539
   Unearned premiums .............................     5,774,368      4,843,606
Ceded reinsurance payable ........................       913,586        367,906
Accounts payable and other liabilities ...........     2,309,950      1,909,578
Income tax payable ...............................       285,132         35,132
Long-term debt:
   Nonaffiliate ..................................     1,130,113      1,281,429
   Affiliate .....................................     1,000,000      1,000,000
                                                    ------------    ------------
   Total liabilities .............................    16,174,146     14,014,190
Stockholders' equity:
   Common stock, $.001 par value; 10,000,000
       shares authorized; 5,553,244 and 5,497,244
       shares issued and outstanding, respectively         5,872          5,816
   Capital in excess of par value ................     7,264,860      7,257,916
   Accumulated other comprehensive (loss) ........      (213,736)       (40,897)
   Retained earnings (deficit) ...................       533,649       (266,756)
                                                    -------------   ------------
                                                       7,590,645      6,956,079
   Less treasury stock, at cost, 318,112  shares .      (263,719)      (263,719)
                                                    -------------   ------------
   Total stockholders' equity ....................     7,326,926      6,692,360
                                                    -------------   ------------
                                                    $ 23,501,072   $ 20,706,550
                                                    =============   ============





            See notes to condensed consolidated financial statements.
<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

            CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS


                                                     Six Months Ended June 30,
                                                    ----------------------------
                                                       2000               1999
                                                    -----------     ------------

REVENUES:
---------

     Direct premiums earned ....................    $ 5,817,912     $ 4,674,426
     Reinsurance premiums assumed ..............      1,214,056         982,741
     Less reinsurance ceded ....................     (1,523,602)     (1,227,912)
                                                    -----------     -----------
     Net premium income ........................      5,508,366       4,429,255

     Net investment income .....................        271,933         176,018
     Net realized investment gains .............        270,067           9,946

     Other income ..............................        904,030         705,636
                                                    -----------     -----------
        Total revenues .........................      6,954,396       5,320,855

BENEFITS AND EXPENSES:

     Losses and loss adjustment expenses .......      1,406,219       1,058,079
     Amortization of deferred policy
        acquisition costs ......................      1,689,258       1,586,837
     Operating expenses ........................      2,552,812       2,085,663
     Interest expense ..........................        103,611         107,564
                                                    -----------     -----------
        Total expenses .........................      5,751,900       4,838,143
                                                    -----------     -----------

Income before income tax expense ...............      1,202,496         482,712
Income tax expense .............................        402,091         120,000
                                                    -----------     -----------
Net income .....................................    $   800,405     $   362,712
                                                    ===========     ===========
Weighted average number of shares - basic ......      5,504,088       5,444,958
                                                    ===========     ===========
Net income per share - basic ...................    $       .15     $       .07
                                                    ===========     ===========

Weighted average number of shares - diluted ....      5,585,088            --
                                                    ===========     ===========
Net income per share - diluted .................    $       .14     $      --
                                                    ===========     ===========





            See notes to condensed consolidated financial statements.

<PAGE>

                          CUMBERLAND TECHNOLOGIES, INC.

            CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS


                                                     Three Months Ended June 30,
                                                    ----------------------------
                                                        2000             1999
                                                    -----------     ------------

REVENUES:
---------

     Direct premiums earned ....................    $ 3,093,281     $ 2,372,402
     Reinsurance premiums assumed ..............        511,191         565,334
     Less reinsurance ceded ....................       (806,993)       (667,730)
                                                    -----------     -----------
     Net premium income ........................      2,797,479       2,270,006

     Net investment income .....................        132,363          87,766
     Net realized investment gains .............         56,809            --

     Other income ..............................        507,616         378,263
                                                    -----------     -----------
        Total revenues .........................      3,494,267       2,736,035

BENEFITS AND EXPENSES:

     Losses and loss adjustment expenses .......        656,123         581,368
     Amortization of deferred policy
        acquisition costs ......................        802,775         821,250
     Operating expenses ........................      1,442,829       1,112,690
     Interest expense ..........................         50,809          53,647
                                                    -----------     -----------
        Total expenses .........................      2,952,536       2,568,955
                                                    -----------     -----------

Income before income tax expense ...............        541,731         167,080
Income tax expense .............................        180,000          51,750
                                                    -----------     -----------
Net income .....................................    $   361,731     $   115,330
                                                    ===========     ===========
Weighted average number of shares - basic ......      5,510,782       5,444,958
                                                    ===========     ===========
Net income per share - basic ...................    $       .07     $       .02
                                                    ===========     ===========

Weighted average number of shares - diluted ....      5,592,582            --
                                                    ===========     ===========
Net income per share - diluted .................    $       .06     $      --
                                                    ===========     ===========









            See notes to condensed consolidated financial statements.



<PAGE>
<TABLE>
<CAPTION>


                          CUMBERLAND TECHNOLOGIES, INC.

            CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY



                                                                  Capital in      Other         Retained                   Total
                                                Common Shares     Excess of    Comprehensive    Earnings    Treasury   Stockholders'
                                             Stock       Amount   Par Value    Income(Loss)    (Deficit)    Stock          Equity
                                             ---------------------------------------------------------------------------------------
<S>                                          <C>         <C>     <C>           <C>             <C>          <C>         <C>

Balance at January 1, 1999 ................   5,763,070  $5,763  $ 7,212,941   $(190,929)      $(1,414,826) $(263,719)   $ 5,349,230

   Exercise of 52,286 shares
     under 1991 stock option
     plan .................................      52,286      53       44,975                                                  45,028

   Net decrease in unrealized
     depreciation of
     available-for-sale securities .......                                       150,032                                     150,032

   Net income .............................                                                      1,148,070                 1,148,070
                                                                                                                         -----------
   Comprehensive income ...................                                                                                1,298,102

                                              ---------  ------- -----------   ----------      -----------   ------------ ----------
Balance at December 31, 1999 ..............   5,815,356  $5,816  $7,257,916    $ (40,897)      $ (266,756)   $  (263,719) $6,692,360

   Exercise of 56,000 shares
     under 1991 stock option
         plan .............................      56,000      56       6,944                                                    7,000

   Net (increase) in unrealized
     depreciation of available-for-sale
     securities ...........................                                      (172,839)                                 (172,839)

   Net income .............................                                                      800,405                    800,405
                                                                                                                          ----------

   Comprehensive income ...................                                                                                 634,566
                                              ---------  ------  ----------    ----------      ---------    ------------  ----------

Balance at June 30, 2000
(unaudited) ...............................   5,871,356  $5,872  $7,264,860    $(213,736)      $ 533,649    $  (263,719)  $7,326,926
                                              =========  ======  ==========    ==========      =========    ============  ==========






            See notes to condensed consolidated financial statements.
</TABLE>

<PAGE>
<TABLE>
<CAPTION>


                          CUMBERLAND TECHNOLOGIES, INC.

            CONDENSED UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                                                     Six Months Ended June 30,
                                                                                --------------------------------
                                                                                      2000                 1999
                                                                                ------------        ------------
<S>                                                                            <C>                  <C>

Cash flows from operating activities:
Net income .............................................................        $   800,405         $   362,712
Adjustments to reconcile net income to net cash
    (used in) provided by operating activities:
         Amortization (accretion) of investment premiums
             and discounts .............................................             (4,586)                472
         Policy acquisition costs amortized ............................          1,689,258           1,586,837
         Policy acquisition costs deferred .............................         (2,051,278)         (1,776,112)
         Depreciation and amortization .................................             79,131              98,609
         Net realized gain on sales of  investments ....................           (270,067)             (9,946)
(Increase) decrease in:
         Accrued investment income .....................................           (118,699)              1,407
         Reinsurance recoverable .......................................         (1,319,542)           (878,803)
         Accounts receivable ...........................................           (668,914)           (484,467)
         Income tax recoverable ........................................               --               120,000
         Other assets ..................................................              2,915              (5,312)
Decrease (increase) in:
         Policy liabilities and accruals ...............................          1,515,592             755,834
         Ceded reinsurance payable .....................................            545,680            (919,538)
         Income tax payable ............................................            250,000             677,759
                                                                                -----------         -----------
Net cash provided by (used in) operating activities ....................            449,895            (470,548)
Cash flows from investing activities:
Securities available-for-sale:
         Purchases - fixed maturities ..................................         (6,218,716)           (100,000)
         Sales - fixed maturities ......................................          3,098,991             826,262
         Proceeds from investment settlement ...........................            228,874                --
         Sales - equities ..............................................            354,956                --
Securities held-to-maturity:
         Maturities ....................................................          1,500,000              36,354
Repayments on mortgage loan ............................................                602                --
Purchase - short-term assets ...........................................            (10,000)             (6,246)
(Increase) decrease in other investment ................................            (12,013)                559
                                                                                 -----------         -----------
Net cash (used in) provided by investing activities ....................         (1,057,306)            756,929
Cash flows from financing activities:
Payments on long-term debt .............................................           (151,316)            (24,029)
Stock options exercised ................................................              7,000                --
Net advances to (from) affiliates ......................................            (47,247)              8,971
                                                                                 -----------         -----------
Net cash (used in) financing activities ................................           (191,563)            (15,058)
                                                                                 -----------         -----------
Increase (decrease) in cash and cash equivalents .......................           (798,974)            271,323
Cash and cash equivalents, beginning of period .........................          2,000,147           4,202,351
                                                                                 -----------         -----------
Cash and cash equivalents, end of period ...............................        $ 1,201,173         $ 4,473,674
                                                                                 ===========         ===========

Supplemental cash flows disclosure:
Cash paid for interest .................................................        $    53,611         $    57,564
                                                                                ===========         ===========

Cash paid for income taxes .............................................        $   144,650         $      --
                                                                                ===========         ===========


            See notes to condensed consolidated financial statements.

</TABLE>

<PAGE>

                          CUMBERLAND TECHNOLOGIES, INC.

         NOTES TO CONDENSED UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

                                  JUNE 30, 2000

1.        Ownership and Organization
--        --------------------------

         Cumberland Technologies, Inc. ("CTI" or the "Company") f/k/a Cumberland
         Holdings, Inc., a Florida corporation, was formed on November 18, 1991,
         to be a Holding company and a wholly-owned  subsidiary of Kimmins Corp.
         ("KC").   Effective   October  1,  1992,  KC  contributed  all  of  the
         outstanding common stock of two of its other wholly-owned subsidiaries,
         Cumberland  Casualty & Surety Company  ("CCS") and Surety  Specialists,
         Inc.  ("SSI") to CTI. KC then  distributed  to its  stockholders  CTI's
         common  stock on the basis of one share of common stock of CTI for each
         five  shares of KC common  stock and Class B common  stock  owned  (the
         Distribution).  Effective January 30, 1997,  Cumberland Holdings,  Inc.
         changed its name to  Cumberland  Technologies,  Inc.  CTI  conducts its
         business through five subsidiaries.  CCS, a Florida  corporation formed
         in May 1988, provides underwriting for specialty surety and performance
         and payment bonds for contractors. The surety services provided include
         direct  surety  and to a lesser  extent,  assumed  reinsurance.  SSI, a
         Florida  corporation  formed in August 1988,  is a general lines agency
         which operates as an independent agent.  Surety Group ("SG"), a Georgia
         corporation,  and Associates  Acquisition Corp. d/b/a Surety Associates
         ("SA"),  a South Carolina  corporation,  purchased in February and July
         1995,  respectively,  are  general  lines  agencies  which  operate  as
         independent agencies. Official Notary Service of Texas, Inc. ("ONS"), a
         Texas corporation formed in February 1994, is an inactive  corporation.
         Qualex Consulting Group, Inc. ("Qualex"),  a Florida corporation formed
         in November 1994, provides claim and contracting  consulting  services.
         CTI and its subsidiaries are referred to herein as the "Company."

2.       Summary of Significant Accounting Policies
--       ------------------------------------------

         Principles of Consolidation

         The consolidated  financial  statements include the accounts of CTI and
         its wholly-owned  subsidiaries.  All material intercompany transactions
         and balances have been eliminated in consolidation.

         Basis of Presentation

         The accompanying  consolidated  financial statements have been prepared
         in accordance with generally accepted  accounting  principles which, as
         to the subsidiary  insurance company,  differ from statutory accounting
         practices prescribed or permitted by regulatory authorities.

         Reclassifications

         Certain amounts in the 1999 financial statements have been reclassified
         to conform to the 2000 financial statement presentation.

<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

         NOTES TO CONDENSED UNAUDITED CONSOLIDATED FINANCL&L STATEMENTS


2.       Summary of Significant Accounting Policies (continued)
--       ------------------------------------------------------

         Use of Estimates

         The preparation of consolidated financial statements in conformity with
         generally accepted  accounting  principles  requires management to make
         estimates  and  assumptions  that  affect the  amounts  reported in the
         consolidated   financial   statements  and  accompanying   notes.  Such
         estimates  and   assumptions   could  change  in  the  future  as  more
         information  becomes known which would affect the amounts  reported and
         disclosed herein.

3.       Earnings Per Share
--       ------------------

         Earnings  per share for the six months  ended June 30, 2000 and 1999 is
         based on the weighted  average number of shares  outstanding,  adjusted
         for the dilutive  effect of stock  options.  Earnings per share at June
         30, 1999 was the same on both a basic and fully diluted basis.

4.       Investments
--       -----------

         Unrealized  appreciation  (depreciation):  The components of unrealized
         depreciation  of investments  recorded in  stockholders'  equity was as
         follows:

                                           Six Months        Twelve Months Ended
                                       Ended June 30, 2000    December 31, 1999
                                       -------------------   -------------------
        Fixed maturities ............  $      (67,524)               $ (72,803)
        Equities ....................        (146,212)                  31,906
                                       ---------------       -------------------
        Total unrealized
        (depreciation) ..............       $(213,736)               $ (40,897)
                                       ===============       ===================

5.       Income Taxes
--       ------------

         The Company's provision for income taxes for the quarter ended June 30,
         2000 has been calculated using an effective rate of approximately 34%.

6.       Term Note Due Affiliate
--       -----------------------

         In  1988,  CCS  issued  a  surplus  debenture  to  KC in  exchange  for
         $3,000,000  which bears interest at 10 percent per annum.  Interest and
         principal payments are subject to approval by the Florida Department of
         Insurance.  On April 1, 1997,  CTI forgave  $375,000 of its  $3,000,000
         surplus  debenture  due to CCS.  As a  result,  CCS  increased  paid in
         capital by  $375,000.  On June 30,  1999,  CTI forgave  $576,266 of its
         $2,625,000  surplus debenture due from CCS. As a result,  CCS increased
         paid-in  capital to  $1,000,000.  As of December 31, 1999,  no payments
         could be made under the terms of the debenture.

<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

         NOTES TO CONDENSED UNAUDITED CONSOLIDATED FINANCL&L STATEMENTS


7.       Notes Payable
--       -------------

         Affiliate

         Effective November 10, 1998, CTI entered into a $1,000,000  convertible
         term note agreement with TransCor Waste Services, Inc., a subsidiary of
         KC. The note is due  November  10, 2001 and bears  interest at 10%. The
         lender  may  convert  the  principal  amount  of the note or a  portion
         thereof  into a  common  stock  at  $3.00  per  share  subsequent  to a
         six-month anniversary and prior to the maturity date.

         Nonaffiliate

         In connection with the acquisition of certain agencies during 1995, the
         Company  entered  into two notes  payable with the  agencies'  previous
         owners.  One note is due March 1, 2002 and bears interest at 8% through
         February 28, 2001 and 10%  thereafter.  Principal  payments of $150,000
         are due annually beginning March 1, 2000. The other note payable is due
         June 30, 2010 and bears interest at 9%. Principal and interest payments
         of $11,104 are due monthly beginning April 1, 1997.

8.       Intangibles
--       -----------

         Intangible  assets  are  stated  at  cost  and  principally   represent
         purchased customer accounts, noncompete agreements,  purchased contract
         agreements, and the excess of costs over the fair value of identifiable
         net  assets   acquired   ("Goodwill").   Goodwill  is  amortized  on  a
         straight-line  basis over 15 years and all other intangible  assets are
         amortized on a straight-line basis over the related estimated lives and
         contract periods,  which range from 3 to 15 years.  Purchased  customer
         accounts are records and files obtained from acquired  businesses  that
         contain  information  on  insurance  policies  and the related  insured
         parties that is essential to policy renewals.

         The carrying value of Goodwill and other intangible assets are reviewed
         periodically  for  impairment.   If  this  review  indicates  that  the
         intangible  assets will not be recoverable,  as determined based on the
         undiscounted  cash  flows of the  entity  acquired  over the  remaining
         amortization  period,  the Company's carrying value of the Goodwill and
         other intangible  assets will be reduced by the estimated  shortfall of
         cash flows.


<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

         NOTES TO CONDENSED UNAUDITED CONSOLIDATED FINANCL&L STATEMENTS


9.       Loss and Loss Adjustment Expenses
--       ---------------------------------

         The  liability for unpaid  claims  including  incurred but not reported
         losses is based on the  estimated  ultimate  cost of settling the claim
         (including  the effects of  inflation  and other  societal and economic
         factors),  using past  experience  adjusted for current  trends and any
         other factors that would modify past  experience.  These  estimates are
         subject  to the  effects  of trends  in loss  severity  and  frequency.
         Although  considerable  variability  is  inherent  in  such  estimates,
         management  believes  that the  reserves  for loss and loss  adjustment
         expenses are  adequate.  The  estimates  are  continually  reviewed and
         adjusted as necessary as experience develops or new information becomes
         known. Such adjustments are included in current operations. A liability
         for all costs expected to be incurred in connection with the settlement
         of unpaid claims (loss adjustment  expense) is accrued when the related
         liability for unpaid loss is accrued.  Loss adjustment expenses include
         costs  associated  directly with specific claims paid or in the process
         of  settlement,  such as legal and  adjusters'  fees.  Loss  adjustment
         expenses  also  include  other  costs that  cannot be  associated  with
         specific  claims but are  related to claims  paid or in the  process of
         settlement, such as internal costs of the claims function.

         The  Company  does  not  discount  its  reserves  for  losses  and loss
         adjustment  expenses.  The Company writes  primarily  surety  contracts
         which are of short duration.

         The Company does not consider  investment  income in  determining  if a
         premium deficiency relating to short duration contracts exists.

10.      Unearned Premiums
---      -----------------

         Unearned  premiums are calculated  using the monthly pro rata basis for
         miscellaneous   bonds  and  contract  completion  date  or  anticipated
         contract completion date for contract bonds.

11.      Reinsurance
---      -----------

         The Company assumes and cedes  reinsurance and  participates in various
         pools.  The  financial   statements  reflect  premiums,   benefits  and
         settlement  expenses,  and deferred policy  acquisition  costs,  net of
         reinsurance ceded. Amounts recoverable from reinsurers are estimated in
         a manner  consistent with the future policy benefit and claim liability
         associated with the reinsured policies.

         Accounts recoverable from reinsurers for unpaid losses are presented as
         an asset in the accompanying consolidated financial statements.


<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

         NOTES TO CONDENSED UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


12.      Statutory Accounting Practices
---      ------------------------------

         CCS  is  domiciled   in  Florida  and   prepares  its   statutory-basis
         consolidated   financial   statements  in  accordance  with  accounting
         practices prescribed or permitted by the Florida Insurance  Department.
         "Prescribed"   statutory   accounting  practices  include  state  laws,
         regulations,  and general administrative rules, as well as a variety of
         publications  of the National  Association  of Insurance  Commissioners
         ("NAIC").  "Permitted"  statutory  accounting  practices  encompass all
         accounting practices that are not prescribed; such practices may differ
         from state to state, may differ from company to company within a state,
         and may change in the future. On a statutory  accounting  basis,  CCS's
         underwriting  operations  reported  income net of taxes of $301,802 and
         $477,617  for the six  months  ended June 30,  2000 and June 30,  1999,
         respectively.   Statutory  surplus   (shareholders'  equity)  of  these
         operations was $5,268,413 as of June 30, 2000.

13.      Comprehensive Income
---      --------------------

         The Company  adopted  the  provisions  of the SFAS No. 130,  "Reporting
         Comprehensive Income," in 1998.  Comprehensive income is defined as any
         change in equity from  transactions  and other events  originating from
         nonowner sources.  In the Company's case, those changes are principally
         comprised  of our  reported  net income and  changes in the  unrealized
         appreciation  and  depreciation  of  the  Company's  available-for-sale
         securities.   SFAS  No.  130  requires  that  the  Company  report  all
         components of comprehensive income. The following summaries present the
         components of our comprehensive  income, other than net income, for the
         six months ended June 30, 2000 and June 30, 1999, respectively.

                                                     Consolidated Statements of
                                                         Comprehensive Income
                                                     ---------------------------
                                                     Six Months Ended June 30,
                                                     ---------------------------
                                                              2000          1999
                                                     -------------     ---------
       Net income ..................................    $  800,405    $ 362,712
       Other comprehensive income:
         Unrealized appreciation (depreciation)
          of available-for-sale securities arising
          during period ............................       104,228          --
         Less: reclassification adjustment for
          gains included in net income .............      (270,067)    (131,073)
                                                        ----------    ----------
       Comprehensive income ........................    $  634,566    $ 231,639
                                                        ==========    ==========



<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

         NOTES TO CONDENSED UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


Forward-looking Statement Disclosure
------------------------------------

         All statements,  other than statements of historical facts, included or
incorporated by reference in this Form 10-Q which address activities,  events or
developments  which the Company expects or anticipates  will or may occur in the
future,  including  statements  regarding  the Company's  competitive  position,
changes  in  business   strategy  or  plans,   the  availability  and  price  of
reinsurance,  the Company's ability to pass on price increases, plans to install
the  Bond-Pro(R)  program  in  independent  insurance  agencies,  the  impact of
insurance laws and regulation,  the  availability of financing,  reliance on-key
management  personnel,  ability to manage  growth,  the  Company's  expectations
regarding the adequacy of current  financing  arrangements,  product  demand and
market  growth,  and other  statements  regarding  future plans and  strategies,
anticipated events or trends similar expressions concerning matters that are not
historical facts are forward-looking  statements.  These statements are based on
certain  assumptions and analysis made by the Company in light of its experience
and its perception of historical trends,  current conditions and expected future
developments   as  well  as  factors  it  believes   are   appropriate   in  the
circumstances.  However,  whether actual results and  developments  will conform
with the Company's  expectations and predictions is subject to a number of risks
and uncertainties  which could cause actual results to differ  significantly and
materially  from past results and from the  Company's  expectations.  All of the
forward-looking  statements  made in this  Form  10-Q  are  qualified  by  these
cautionary  statements  and there can be no assurance that the actual results or
development   anticipated   by  the  Company   will  be  realized  or,  even  if
substantially  realized  that  they will have the  expected  consequences  to or
effects on the Company or its business or operations.


<PAGE>


Item 2.              MANAGEMENT'S DISCUSSION AND ANALYSIS OF
-------
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

                         LIQUIDITY AND CAPITAL RESOURCES
                  --------------------------------------------


         The  capacity  of  a  surety   company  to  underwrite   insurance  and
reinsurance is based on maintaining  liquidity and capital resources  sufficient
to pay claims and expenses as they become due. Based on standards established by
the National  Association of Insurance  Commissioners  (NAIC) and promulgated by
the Florida  Department  of  Insurance,  the Company is  permitted  to write net
premiums  up to  an  amount  equal  to  six  times  its  statutory  surplus,  or
approximately  $15,900,000 at December 31, 2000.  Statutory guidelines impose an
additional  limitation on increasing net written premiums to no more than 33% of
prior year's net written  premiums.  Under these  guidelines,  the Company could
increase net written premiums by approximately $3,500,000 in the year 2000.

         At June 30, 2000,  $23,501,072 of the Company's total assets calculated
based on generally accepted accounting  principles were comprised as follows: 47
percent  in cash and  investments  (including  accrued  investment  income),  35
percent in receivables and reinsurance  recoverables,  13 percent in intangibles
and deferred policy acquisition costs and 5 percent in other assets.

         The Company follows investment  guidelines that are intended to provide
an acceptable  return on investment while  maintaining  sufficient  liquidity to
meet its obligations.

         Net cash  provided by (used in) operating  activities  was $449,895 and
($470,548)  for the six months ended June 30, 2000 and 1999,  respectively.  Net
cash provided by operating  activities  is attributed to the combined  change in
receivables, policy acquisition costs and payables which is offset by net income
after taxes.

         Net cash (used in) provided by investing  activities  was  ($1,057,306)
and $756,929 for the six months  ended June 30,  2000,  and 1999,  respectively.
Investing activities consist of purchases, sales and maturities of investments.

         Net cash used in financing  activities was $191,563 and $15,058 for the
six months ended June 30, 2000 and 1999, respectively.  Net cash used in the six
months  ended June 30, 2000 is  primarily  attributed  to payments on  long-term
debt.

         As of June 30, 2000 the Company had  sufficient  capital  resources  to
fund foreseeable future requirements.


<PAGE>


Item 2.              MANAGEMENT'S DISCUSSION AND ANALYSIS OF
-------
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

                              RESULTS OF OPERATIONS
                              ---------------------

              COMPARISON OF SIX MONTHS ENDED JUNE 30, 2000 AND 1999
              --------------------------------------------------------

         During the six months ended June 30, 2000,  net premium  income totaled
$5,508,366  representing  a net  increase  of 24  percent  from that of the same
period  in 1999  ($4,429,255).  The  increase  is  attributed  to the  marketing
direction  of the  Company,  which is to  penetrate  the small to medium  surety
direct  markets.  During  the first six months of 2000 as  compared  to the same
period in 1999,  direct  premiums earned  increased  $1,143,486  (24%);  assumed
premiums  increased  $231,315 (24%) and ceded premiums increased $295,690 (24%).
Ceded premiums  increase as the volume of direct and assumed premiums  increased
based on their relationship under the Company's reinsurance treaties.

         Net investment income for the second quarter of 2000 as compared to the
same period in 1999 increased by $95,915 or 54 percent. In the second quarter of
2000, the increase in net investment  income is attributed to a reallocation  of
investments  from money market  funds in the second  quarter of 1999 to the bond
portfolio  in the same  period of 2000.  Net  realized  gains  during  2000 were
$260,121  higher  than  realized  gains  for the same  period  of 1999.  The net
realized  gain at June 30, 2000 is a result of the disposal of 27,000  shares of
common  stock  that had been  written  down to a lower  market  value in a prior
period.  Other income  increased by $198,394 during the first six months of 2000
when compared to 1999.  The increase is  attributable  to  subsidiary  company's
earnings.

         During  the six  months  ended  June 30,  2000 and 1999,  loss and loss
adjustment  expenses  increased to  $1,406,219  from  $1,058,709,  respectively.
Incurred  expenses  represent the net reserve  increase after  deduction of paid
claims and  fluctuates  based on  premiums  written and earned as well as claims
incurred  and paid.  The  increase of $348,140  is  consistent  with the flow of
premiums when comparing the second quarter of 2000 to the same period of 1999.

         During the six months  ended June 30,  2000 and 1999,  amortization  of
deferred  policy   acquisition  costs  increased  from  $1,586,837  in  1999  to
$1,689,258  in 2000.  The  amortization  of deferred  policy  acquisition  costs
increase is attributed to the increase in premiums written and earned.

         Operating  expenses  increased  by  $467,149  or 22% for the six months
ended  June  30,  2000  when  compared  to the  same in 1999.  The  increase  is
attributed to salary  expenses,  travel  expenses,  taxes,  license and fees and
expense activity attributed to growth.

         Interest  expense  is  attributed  to the  interest  on  notes  payable
to affiliates.

         The increase in income taxes in the second quarter of 2000, as compared
to the same period in 1999, is attributed to the increase in earnings.

<PAGE>





Item 2.              MANAGEMENT'S DISCUSSION AND ANALYSIS OF
-------
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

                              RESULTS OF OPERATIONS
                              ---------------------

             COMPARISON OF THREE MONTHS ENDED JUNE 30, 2000 AND 1999
             -------------------------------------------------------

         During the three months ended June 30, 2000, net premium income totaled
$2,797,479  representing  an increase of 23 percent from that of the same period
in 1999  ($2,270,008).  During the three months ending June 30, 2000 as compared
to the same period  during  1999,  direct  premiums  increased  $720,877  (30%);
assumed premiums  decreased $54,144 (10%) and ceded premiums  increased $139,262
(21%).  Assumed  premium  decreased as a result of the a decrease in  production
under the quota share agreement written premiums. Ceded premiums increase as the
volume  of  direct  premiums  increase  based on their  relationship  under  the
Company's reinsurance treaties.

         Net  investment  income for the three  months  ending  June 30, 2000 as
compared  to the same period  during 1999  increased  $44,594.  The  increase is
attributed  to the  increased  volume of  investments  in the bond  market.  Net
realized  gains  increased by $56,812 and is a result of recovery  pertaining to
the  sale of  certain  equity  securities  written  down in 1998.  Other  income
increased  for the three months ended June 30, 2000 by $129,352 when compared to
the same period in 1999 and is directly attributed to subsidiary earnings.

         During the three  months  ended June 30,  2000 and 1999,  benefits  and
claims expenses increased to $656,123 from $581,369. Incurred expenses represent
the net reserve  increase after deduction of paid claims and fluctuates based on
premiums written and earned as well as claims incurred and paid. The increase of
$52,833 is consistent  with the flow of premiums when comparing the three months
ending June 30, 2000 to the same period of 1999.

         During  the three  months  ended June 30,  2000,  the  amortization  of
deferred  policy  acquisition  costs increase is consistent with the increase in
premiums written and earned.

         Operating  expenses  increased  by $330,168 or 30% for the three months
ended June 30, 2000 when  compared to the three months ended June 30, 1999.  The
increase is  attributed  to  salaries,  travel and related  expenses and expense
activity attributed to growth.

         The increase in income tax  expenses is  attributed  to increased  gain
from operations.

<PAGE>
                           PART II - OTHER INFORMATION
                           ---------------------------


Item 1.      Legal proceedings
             -----------------

             None

Item 2.      Changed in securities
             ---------------------

             None

Item 3.      Defaults upon senior securities
             -------------------------------

             None

Item 4.      Submission of matters to a vote of security holders
             ---------------------------------------------------

             None

Item 5.      Other Information
             -----------------

             None

Item 6.      Exhibits and reports on Form 8-K
             --------------------------------

            (a)     None

                    Exhibit 27 - Financial Data Schedule (for SEC use only)

            (b)     No reports on Form 8-K were filed  during the  quarter
                    for which this report is filed.


<PAGE>



                                   SIGNATURES

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


                                           CUMBERLAND TECHLOGIES, INC.
                                           ---------------------------

Date:    August 11, 2000                   By:  /s/  Joseph M. Williams
                                           -------------------------------------
                                           Joseph M. Williams
                                           President and Chief Executive Officer
                                           (Principle Executive Officer)


Date:    August 11, 2000                   By:  /s/  Carol S. Black
                                           -------------------------------------
                                           Carol S. Black
                                           Secretary and Chief Financial Officer
                                           (Principle Accounting and
                                             Financial Officer)