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 September 30, 2002.

                                       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 [ ] No [ ]

                      Applicable Only to Corporate Issuers

The  number  of shares  of the  Registrant's  common  stock,  $.001  par  value,
outstanding as of September 30, 2002 was 5,596,744 shares.

<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.
                                    FORM 10-Q
                                      INDEX

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

        Item 1.   Condensed Consolidated Balance Sheets at
                   September 30, 2002(unaudited) and December 31, 2001.......1-2

                  Condensed  Consolidated Statements of Operations
                   (unaudited)for the nine months ended
                   September 30, 2002 and 2001.................................3

                  Condensed  Consolidated Statements of Operations
                   (unaudited)for the three months ended
                   September 30, 2002 and 2001.................................4

                  Condensed Consolidated Statements of Stockholders'
                   Equity for the nine months ended September 30, 2002
                   (unaudited)and for the year ended December 31, 2001.........5

                  Condensed Consolidated Statements of Cash Flows
                   (unaudited)for the nine months ended
                   September 30, 2002 and 2001.................................6

                  Notes to Condensed Consolidated Financial Statements
                   (unaudited)..............................................7-18

                  Forward-looking Statement Disclosure........................19

        Item 2.   Management's Discussion and Analysis of Financial Condition
                   and Results of Operations...............................20-25

        Item 3.   Quantitative and Qualitative Disclosures about
                   Market Risk................................................26

        Item 4.   Controls and Procedures.....................................26

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

        Item 1.   Legal proceedings...........................................27

        Item 2.   Changes in securities.......................................27

        Item 3.   Defaults upon senior securities.............................27

        Item 4.   Submission of matters to a vote of security holders.........27

        Item 5.   Other information...........................................27

        Item 6.   Exhibits and Reports of Form 8-k............................27

                  Signatures...............................................28-30



<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

                                     ASSETS
                                     ------



                                                    ----------------------------
                                                     September 30,  December 31,
                                                       2002             2001
                                                    ----------------------------
                                                      (unaudited)
Investments:
-----------
   Securities available-for-sale at fair value:
     Debt securities ...............................   $ 8,962,071   $ 9,339,353
   Debt securities held-to-maturity at amortized
     cost (fair value, 2002 - $365,043
     2001 - $374,436) ..............................       359,700       359,475
   Mortgage loans on real estate, at unpaid
     principal .....................................       717,129       681,790
   Short-term investments ..........................       433,993       433,993
                                                       -----------   -----------
     Total investments .............................    10,472,893    10,814,611

Cash and cash equivalents ..........................     1,784,478     2,654,131
Accrued investment income ..........................       133,261       154,527

Reinsurance recoverable ............................     5,060,973     3,124,052

Accounts receivable:
   Nonaffiliate less allowance for doubtful
     accounts of $91,839 and $13,750 at
     September 30, 2002 and December 31, 2001,
     respectively ..................................     2,470,735     4,615,327
   Affiliate .......................................       101,851        72,201
Income tax recoverable .............................     1,056,625          --
Deferred income tax asset ..........................       680,651       499,145
Deferred policy acquisition costs ..................     1,965,043     1,903,547
Intangibles, net ...................................       310,255       380,951
Goodwill ...........................................       134,000       152,780
Other investment ...................................       640,872       640,872
Other assets .......................................       355,029       371,893
                                                       -----------   -----------
                                                       $25,166,666   $25,384,037
                                                       ===========   ===========


            See notes to condensed consolidated financial statements.


<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

                      CONDENSED CONSOLIDATED BALANCE SHEETS

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


                                                    ----------------------------
                                                    September 30,   December 31,
                                                        2002            2001
                                                    ----------------------------
                                                                  (unaudited)
Policy liabilities and accruals:
-------------------------------
   Loss and loss adjustment expenses ............   $  3,716,559    $ 4,113,232
   Derivative instruments .......................      4,329,300      1,978,891
   Unearned premiums ............................      5,535,838      5,582,640
Ceded reinsurance payable .......................        101,709      1,035,123
Accounts payable and other liabilities ..........      4,857,039      3,388,269
Income tax payable ..............................           --          113,284
Debt:
----
   Nonaffiliate .................................        475,334        651,940
   Affiliate ....................................        604,055        604,055
                                                    ------------    ------------
   Total liabilities ............................     19,619,834     17,467,434
                                                    ------------    ------------
Stockholders' equity:
--------------------
   Preferred stock, $.001 par value; 10,000,000
       shares authorized, no shares issued ......           --              --
   Common stock, $.001 par value; 10,000,000
       shares authorized; 5,915,356 shares issued          5,916          5,916
   Capital in excess of par value ...............      7,270,316      7,270,316
   Accumulated other comprehensive income .......        279,588         70,729
   Retained earnings (deficit) ..................     (1,745,269)       833,361
                                                    ------------    ------------
                                                       5,810,551      8,180,322
                                                    ------------    ------------
   Less treasury stock, at cost, 318,612  shares        (263,719)      (263,719)
                                                    ------------    ------------
   Total stockholders' equity ...................      5,546,832      7,916,603
                                                    ------------    ------------
                                                    $ 25,166,666    $25,384,037
                                                    ============    ============





            See notes to condensed consolidated financial statements.



<PAGE>



                          CUMBERLAND TECHNOLOGIES, INC.

           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)


                                               ---------------------------------
                                                 Nine Months Ended September 30,
                                                     2002              2001
                                               ---------------------------------

Revenue:
-------
Direct premiums earned .........................   $ 10,734,758    $ 10,621,463
Assumed premiums earned ........................      2,828,414       2,674,256
Less ceded premiums ............................     (2,458,760)     (3,432,921)
                                                   ------------    ------------
Net premium income .............................     11,104,412       9,862,798
Net investment income ..........................        373,411         462,343
Net realized investment gains (losses) .........         14,851         (10,012)
Other income ...................................      1,611,878       1,371,117
                                                   ------------    ------------
Total revenue ..................................     13,104,552      11,686,246
                                                   ------------    ------------

Benefits and Expenses:
---------------------
Losses and loss adjustment expenses ............      6,253,934       2,022,001
Derivative expense .............................      2,505,923       1,463,908
Amortization of deferred policy acquisition
    costs ......................................      3,294,236       3,130,794
Operating expenses .............................      4,781,024       4,912,356
Interest expense ...............................         27,369         126,144
                                                   ------------    ------------
Total expenses .................................     16,862,486      11,655,203
                                                   ------------    ------------

(Loss) income before income tax benefit expense      (3,757,934)         31,043
Income tax  benefit ............................     (1,179,304)        (16,253)
                                                   ------------    ------------
Net (loss) income  .............................   $ (2,578,630)   $     47,296
                                                   ============    ============
Weighted average shares outstanding - basic ....      5,597,244       5,586,445
                                                   ============    ============
Net  (loss) income  per share - basic ..........   $      (0.46)           0.01
                                                   ============    ============
Weighted average shares outstanding - diluted ..      5,597,244       5,666,744
                                                   ============    ============
Net (loss) income  per share - diluted .........   $      (0.46)           0.01
                                                   ============    ============



            See notes to condensed consolidated financial statements.


<PAGE>

                          CUMBERLAND TECHNOLOGIES, INC.

           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)


                                                --------------------------------
                                                Three Months Ended September 30,
                                                     2002               2001
                                                --------------------------------

Revenue:
-------
Direct premiums earned ...........................   $ 3,723,222    $ 3,662,600
Assumed premiums earned ..........................       959,831      1,142,481
Less ceded premiums ..............................      (583,365)    (1,201,917)
                                                     -----------    -----------
Net premium income ...............................     4,099,688      3,603,164
Net investment income ............................       126,927        162,748
Net realized investment gains ....................        27,708          6,428
Other income .....................................       540,419        441,332
                                                     -----------    -----------
Total revenue ....................................     4,794,742      4,213,672
                                                     -----------    -----------

Benefits and Expenses:
---------------------
Losses and loss adjustment expenses ..............     2,284,615      1,059,308
Derivative expense ...............................     1,464,451        594,860
Amortization of deferred policy acquisition
    Costs ........................................       978,582      1,235,126
Operating expenses ...............................     1,455,660      1,618,611
Interest expense .................................         8,306         38,164
                                                     -----------    -----------
Total expenses ...................................     6,191,614      4,546,069
                                                     -----------    -----------

Loss before income tax benefit ...................    (1,396,872)      (332,397)
Income tax benefit ...............................      (297,307)      (131,079)
                                                     -----------    -----------
Net loss .........................................   $(1,099,565)   $  (201,318)
                                                     ===========    ===========
Weighted average shares outstanding - basic ......     5,597,244      5,597,244
                                                     ===========    ===========
Net loss per share - basic .......................   $     (0.20)   $     (0.04)
                                                     ===========    ===========
Weighted average shares outstanding - diluted ....     5,597,244      5,666,744
                                                     ===========    ===========
Net loss per share - diluted .....................   $     (0.20)   $     (0.04)
                                                     ===========    ===========




            See notes to condensed consolidated financial statements.


<PAGE>



                          CUMBERLAND TECHNOLOGIES, INC.

            CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
            FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2002 (UNAUDITED)
                    AND FOR THE YEAR ENDED DECEMBER 31, 2001


<TABLE>
<CAPTION>

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

<S>                             <C>             <C>           <C>            <C>           <C>           <C>            <C>
Balance at January 1, 2001 ...     5,871,356    $     5,872    $ 7,264,860   $   104,485   $   774,993   $  (263,719)   $ 7,886,491

   Exercise of 44,000 shares
       under 1991 stock
       option plan............        44,000             44          5,456                                                   5,500


   Net unrealized depreciation
       of available-for-sale
       securities, net of
       income tax.............                                                   (33,756)                                   (33,756)


   Net income ................                                                                 58,368                        58,368
                                                                                                                         -----------

   Comprehensive income ......                                                                                               24,612
                                 -----------    -----------   ------------   -----------   -----------    -----------     ----------
Balance at December 31, 2001..     5,915,356          5,916      7,270,316        70,729       833,361      (263,719)     7,916,603

   Net unrealized appreciation
       of available-for-sale
       securities, net of
       income tax.............                                                   208,859                                    208,859


   Net loss ..................                                                              (2,578,630)                  (2,578,630)
                                                                                                                         -----------

   Comprehensive loss.........                                                                                           (2,369,771)
                                 -----------    ------------   ------------  -----------   -----------    -----------    -----------

Balance at September 30, 2002      5,915,356     $     5,916   $  7,270,316  $   279,588   $(1,745,269)   $  (263,719)  ($5,546,832)
                                 ===========    ============   ============  ===========   ===========    ===========    ===========


</TABLE>



            See notes to condensed consolidated financial statements.


<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)


                                                 -------------------------------
                                                 Nine Months Ended September 30,
                                                     2002              2001
                                                 -------------------------------
Operating activities:
--------------------
Net (loss) income .................................   $(2,578,630)   $   47,296
Adjustments to reconcile net (loss) income to cash
   (used in) provided by operating activities:
       (Amortization) accretion of investment
            discounts and premiums ................        23,414       (21,342)
       Policy acquisition costs amortized .........     3,294,236     3,130,794
       Policy acquisition costs deferred ..........    (3,355,732)   (3,253,496)
       Amortization ...............................        89,476       108,458
       Net realized (gain) loss on disposal of
           investments ............................       (14,851)       10,012
       (Increase) decrease in:
           Accrued investment income ..............        21,266        21,478
           Reinsurance recoverable ................    (1,936,921)      367,444
           Accounts receivable ....................     2,144,592      (617,988)
           Income tax recoverable .................    (1,056,625)       25,428
           Deferred income tax asset ..............      (271,623)         --
           Other assets ...........................        16,864      (148,889)
       Increase (decrease) in:
           Policy liabilities and accruals ........      (443,475)     (351,356)
           Derivative liability ...................     2,350,409     1,773,914
           Ceded reinsurance payable ..............      (933,414)      862,474
           Accounts payable and other liabilities .     1,468,770       344,941
           Income tax payable .....................      (113,284)          --
                                                      -----------    -----------
Net cash (used in) provided by operating activities    (1,295,528)    2,299,168
                                                      -----------    -----------
Investing activities:
--------------------
Securities available-for-sale:
       Purchases - fixed maturities ...............    (3,172,826)   (2,940,621)
       Proceeds from fixed maturities .............     3,840,296       804,960
Securities held-to-maturity:
       Proceeds from fixed maturities .............          --         865,000
       Purchase - mortgage loan ...................       (35,339)          982
Other investment ..................................          --         (27,054)
                                                      -----------    -----------
Net cash provided by (used in) investing activities       632,131    (1,296,733)
                                                      -----------    -----------
Financing activities:
--------------------
Payments on debt, affiliate and
   non-affiliate ..................................      (176,606)     (156,799)
Stock options exercised ...........................          --           5,500
Net change in advances from affiliates ............       (29,650)      (39,838)
                                                      -----------    -----------
Net cash used in financing activities .............      (206,256)     (191,137)
                                                      -----------    -----------
Increase (decrease) in cash and cash equivalents ..      (869,653)      811,298
Cash and cash equivalents, beginning of period ....     2,654,131       693,778
                                                      -----------    -----------
Cash and cash equivalents, end of period ..........   $ 1,784,478    $1,505,076
                                                      ===========    ===========

Supplemental cash flows disclosure:
----------------------------------
Cash paid for interest ............................   $     2,451    $   30,724
                                                      -----------    -----------
Cash paid for income taxes ........................   $   214,300    $ (166,681)
                                                      ===========    ===========


            See notes to condensed consolidated financial statements.


<PAGE>

                          CUMBERLAND TECHNOLOGIES, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                         SEPTEMBER 30, 2002 (UNAUDITED)


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  wholly-owned
     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.  Qualex  Consulting
     Group,  Inc.  ("Qualex"),  a Florida  corporation  formed in November 1994,
     provides claim and contracting consulting services.

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 unaudited condensed consolidated financial statements have
     been prepared in conformity with accounting  principles  generally accepted
     in the United States of America for interim financial  information and with
     the instructions to Form 10-Q. Accordingly,  they do not include all of the
     information and notes required by accounting  principles generally accepted
     in the United States of America for complete financial  statements.  In the
     opinion of management,  all  adjustments  (consisting  of normal  recurring
     accruals)  considered necessary for a fair presentation have been included.
     Operating  results for the three and nine months ended  September  30, 2002
     are not necessarily  indicative of the results that may be expected for any
     future  quarters  or  the  year  ending  December  31,  2002.  For  further
     information,  refer to consolidated  financial statements and notes thereto
     for the year ended  December 31, 2001,  included in the Company's Form 10-K
     as filed with the United States Securities and Exchange Commission on April
     1, 2002.


<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                         SEPTEMBER 30, 2002 (UNAUDITED)


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

     Investments
     -----------

     The Company accounts for marketable securities in accordance with Statement
     No.  115,   "Accounting   for  Certain   Investments  in  Debt  and  Equity
     Securities."

     Debt  securities  that the Company has both the positive intent and ability
     to hold to maturity are classified as "held-to-maturity" securities and are
     reported at  amortized  cost.  The  amortized  cost of debt  securities  is
     adjusted for  amortization  of premiums and accretion of discounts from the
     date of purchase to maturity.  Such  amortization  and accretion,  which is
     calculated under the interest method, is included in investment income.

     Marketable   equity  securities  and  debt  securities  not  classified  as
     "held-to-maturity"  or "trading" are  classified  as  "available-for-sale."
     Available-for-sale  securities are reported at estimated  fair value,  with
     the unrealized gains and losses, net of any related income taxes,  reported
     as a separate component of stockholders'  equity and of other comprehensive
     income (loss). Realized gains and losses and declines in value judged to be
     other-than-temporary are included in income. The cost of securities sold is
     based on the specific  identification  method.  Interest  and  dividends on
     securities are included in investment income.

     Short-term  investments  primarily  include  certificates of deposit having
     maturities of more than three months when purchased.  These investments are
     reported at cost, which approximates fair value.

     Cash Equivalents
     ----------------

     The Company  considers all highly liquid  investments  having a maturity of
     three months or less when purchased to be cash equivalents.

     Deferred Policy Acquisition Costs
     ---------------------------------

     To the  extent  recoverable  from  future  policy  revenues,  the  costs of
     acquiring new surety business,  principally  commissions,  are deferred and
     amortized  in a manner  which  charges  each  year's  operations  in direct
     proportion to the premium revenue recognized.



<PAGE>



                          CUMBERLAND TECHNOLOGIES, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                         SEPTEMBER 30, 2002 (UNAUDITED)


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

     Intangibles
     -----------

     As of January 1, 2002,  the Company  adopted  SFAS No. 142,  "Goodwill  and
     Other  Intangible  Assets,"  which  addresses the financial  accounting and
     reporting  standards for the acquisition of intangible  assets outside of a
     business   combination  and  for  goodwill  and  other  intangible   assets
     subsequent to their  acquisition.  This accounting  standard  requires that
     goodwill  be  separately  disclosed  from  other  intangible  assets in the
     statement of financial position,  and no longer be amortized but tested for
     impairment on a periodic basis. The provisions of this accounting  standard
     also require the  completion of a transitional  impairment  test within six
     months of adoption, with any impairments identified treated as a cumulative
     effect of a change in accounting principle.

     In accordance with SFAS No. 142, the Company  discontinued the amortization
     of goodwill  effective  January 1, 2002.  A  reconciliation  of  previously
     reported net income and earnings per share to the amounts  adjusted for the
     exclusion  of goodwill  amortization  net of the related  income tax effect
     follows:

                                                Three Months Ended September 30,
                                                --------------------------------
                                                        2002            2001
                                                --------------------------------

     Reported net loss .....................        $(1,099,565)    $  (201,318)
       Add: Goodwill amortization,
        net of income tax...................               --            13,953
                                                    -----------     -----------
     Adjusted net loss .....................        $(1,099,565)    $  (187,365)
                                                    -----------     -----------

     Basic earnings per common share:
       Reported net loss ...................        $     (0.20)    $     (0.04)
       Goodwill amortization,
         net of income tax .................                --              --
                                                    -----------     ------------
     Adjusted net loss .....................        $     (0.20)    $     (0.04)
                                                    ===========     ===========

    Diluted earnings per common share:
      Reported net loss ........................    $     (0.20)    $     (0.04)
      Goodwill amortization,
        net of income tax ......................           --              --
                                                    -----------     -----------
    Adjusted net loss ..........................    $     (0.20)    $     (0.04)
                                                    ===========     ===========



<PAGE>





                          CUMBERLAND TECHNOLOGIES, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                         SEPTEMBER 30, 2002 (UNAUDITED)


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

     Intangibles (continued)
     ----------------------
                                                 Nine Months Ended September 30,
                                                 -------------------------------
                                                         2002             2001
                                                 -------------------------------

    Reported net (loss) earnings ...............    $ (2,578,630)     $  47,296
      Add: Goodwill amortization,
        net of income tax ......................             --          41,860
                                                    -------------     ----------
    Adjusted net (loss) earnings ...............    $ (2,578,630)     $  89,156
                                                    -------------     ----------

    Basic earnings per common share:
      Reported net (loss) earnings .............    $      (0.46)     $    0.01
      Goodwill amortization,
        net of income tax ......................             --            0.01
                                                    -------------     ----------
    Adjusted net (loss) earnings ...............    $      (0.46)     $    0.02
                                                    =============     ==========

    Diluted earnings per common share:
      Reported net (loss) earnings .............    $      (0.46)     $    0.01
      Goodwill amortization,
        net of income tax ......................             --            0.01
                                                    -------------     ----------
    Adjusted net (loss) earnings ...............    $      (0.46)     $    0.02
                                                    =============     ==========

     The Company  completed the  transitional  impairment  tests and the results
     indicated that the fair value of goodwill was not materially different than
     the carrying value.

     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").  Prior  to the  implementation  of  SFAS  No.  142,
     Goodwill was amortized on a  straight-line  basis over 15 years.  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  values 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 fair value of
     the entity acquired over the remaining  amortization  period, the Company's
     carrying value of the Goodwill and other intangible  assets will be reduced
     to approximate fair value.



<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                         SEPTEMBER 30, 2002 (UNAUDITED)


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

     Loss and Loss Adjustment Expenses
     ---------------------------------

     The liability for loss and loss adjustment  expenses including incurred but
     not reported losses is based on the estimated ultimate cost of settling the
     claim using traditional paid and incurred loss development  methods.  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  liabilities  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 loss
     and loss  adjustment  expenses are accrued when the related  liability  for
     unpaid losses 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
     losses 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.

     Derivative Instruments
     ----------------------

     The  Company  adopted  SFAS  No.  133  effective   January  1,  2001  which
     establishes accounting and reporting standards for derivative  instruments.
     The  Company  identified  one  product  that  meets  the  definition  of  a
     derivative  instrument  as defined in SFAS No. 133. The policy is issued to
     registered investment advisors ("Advisors"), and insures losses suffered by
     the  Advisors  as  a  result  of  market  declines  on  covered  investment
     principal,   provided  that  the  Advisors  have  followed  the  investment
     guidelines  required by the policy. The identified  derivative was formerly
     accounted for as an insurance  contract  within the policy  liabilities for
     loss and loss adjustment  expenses.  At December 31, 2001 and September 30,
     2002,  the fair value of the derivative  instrument has been  determined by
     using  a  financial   model  that   incorporates   market  data  and  other
     assumptions.  Due  to  the  volatility  in  the  marketplace,  the  Company
     suspended  marketing of this product  effective  September  2001.

     Unearned Premiums
     -----------------

     Unearned premiums are deferred and amortized on a pro-rata basis.



<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                         SEPTEMBER 30, 2002 (UNAUDITED)


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

     Reinsurance
     -----------

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

     Revenue Recognition
     -------------------

     Premiums earned on direct insurance and assumed  reinsurance are recognized
     on a pro-rata basis over the period of risk.  Commission  income,  which is
     earned  on ceded  premiums  and  premiums  written  for other  third  party
     insurance  carriers,  is  recognized  at the  effective  date of the  bonds
     issued.   Other  income,   consisting  primarily  of  consulting  fees,  is
     recognized   when  the   negotiated   services  are  provided.

     Stock-Based Compensation
     ------------------------

     The  Company  has  adopted  only the pro  forma  disclosure  provisions  of
     Statement  No. 123,  Accounting  for  Stock-Based  Compensation  ("SFAS No.
     123"). SFAS No. 123 encourages, but does not require companies to record at
     fair value compensation cost for stock-based  employee  compensation plans.
     The  Company  accounts  for  equity-based   compensation   arrangements  in
     accordance  with  the  intrinsic  value  method  prescribed  by  Accounting
     Principles Board Opinion No. 25,  Accounting for Stock Issued to Employees,
     and  related  interpretations.  Intrinsic  value is the amount by which the
     market price of the  underlying  stock  exceeds the  exercise  price of the
     stock option or award on the measurement date, generally the date of grant.

     Income Taxes
     ------------

     Deferred  income tax assets and  liabilities  are recognized for the future
     tax  consequences   attributable  to  differences   between  the  financial
     statement  carrying  amounts of existing  assets and  liabilities and their
     respective  tax basis.  Deferred  income tax  assets  and  liabilities  are
     measured using enacted tax rates expected to apply to taxable income in the
     years in which those temporary  differences are expected to be recovered or
     settled.  The effect on  deferred  income tax assets and  liabilities  of a
     change in tax rates is recognized in income in the period that includes the
     enactment date.

     The  Company  files a  consolidated  tax return  that  includes  all of its
     subsidiaries.


<PAGE>

                          CUMBERLAND TECHNOLOGIES, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                         SEPTEMBER 30, 2002 (UNAUDITED)


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

     Earnings Per Share
     ------------------

     The Company computes and discloses  earnings (loss) per share in accordance
     with the provisions of Statement of Financial Accounting Standards No. 128,
     Earnings Per Share. The Company excluded 54,700  outstanding  stock options
     for the three  months  and nine  months  ended  September  30,  2002 in the
     computation  of earnings per share,  as the effect of these  options  would
     have been anti-dilutive.  The inclusion of 45,300 outstanding stock options
     in the  computation of earnings per share at September 30, 2001 resulted in
     diluted earnings per share that was the same as basic earnings per share.

     Business Concentration
     ----------------------

     The majority of the Company's  business  relates to surety and  performance
     bonds for  contractors.  Accordingly,  the  occurrence of adverse  economic
     conditions in the contracting business could have a material adverse effect
     on the Company's business. The Company only requires collateral from surety
     bond  customers if the customer  meets  between 80 percent to 99 percent of
     the Company's underwriting  criteria.  Customers that fail to meet at least
     80 percent of the requirements are denied surety bonding.

     Use of Estimates
     ----------------

     The preparation of the consolidated financial statements in conformity with
     accounting  principles  generally  accepted in the United States of America
     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.

     New Accounting Standards
     ------------------------

     In July 2001,  Statement of Financial  Accounting Standards (SFAS) No. 141,
     "Business  Combinations" was approved by the Financial Accounting Standards
     Board (FASB).  SFAS No.141  requires that the purchase method of accounting
     be used for all business combinations initiated after June 30, 2001.

     In  August  2001,  the FASB  issued  SFAS No.  143,  Accounting  for  Asset
     Retirement  Obligations  ("SFAS  143").  SFAS 143 provides  accounting  and
     reporting  standards related to obligations  associated with the retirement
     of tangible  long-lived  assets.  SFAS 143 is effective on January 1, 2003,
     however,  earlier application is encouraged.  The Company has not evaluated
     the  effect,  if any,  that  the  adoption  of SFAS  143  will  have on the
     Company's consolidated financial statements.



<PAGE>



                          CUMBERLAND TECHNOLOGIES, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                         SEPTEMBER 30, 2002 (UNAUDITED)


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

     New Accounting Standards (continued)
     -----------------------------------

     In  October  2001,  the  FASB  issued  SFAS  No.  144,  Accounting  for the
     Impairment or Disposal of Long-Lived Assets ("SFAS 144"). SFAS 144 provides
     accounting  and  reporting  standards  for the  impairment  or  disposal of
     long-lived  assets.  SFAS 144  supersedes  SFAS 121 but retains  SFAS 121's
     fundamental  provisions  for (a)  recognition/measurement  of impairment of
     long-lived  assets to be held and used and (b)  measurement  of  long-lived
     assets  to  be  disposed  of  by  sale.   SFAS  144  also   supersedes  the
     accounting/reporting  provisions of Accounting Principles Board Opinion No.
     30 ("APB 30") for  segments of a business to be disposed of but retains APB
     30's  requirement  to  report  discontinued   operations   separately  from
     continuing  operations  and extends  that  reporting  to a component  of an
     entity that either has been  disposed of or is classified as held for sale.
     SFAS 144 is  effective  January  1,  2002.  The  Company  adopted  SFAS 144
     effective January 1, 2002, and the adoption of this statement had no impact
     on the financial  condition,  results of  operations,  or cash flows of the
     Company.

     In April 2002, the FASB issued SFAS No. 145, "Rescission of FASB Statements
     No.  4, 44 and 64,  Amendment  of FASB  Statement  No.  13,  and  Technical
     Corrections."  SFAS No. 145 addresses the  accounting  for gains and losses
     from the extinguishment of debt, economic effects and accounting  practices
     of sale-leaseback  transactions and makes technical corrections to existing
     pronouncements.  The Company adopted SFAS No. 145 on April 1, 2002, and the
     adoption  did  not  have  a  material  effect  on the  Company's  financial
     position, results of operations or cash flows.

     In June  2002,  the  FASB  issued  SFAS  No.  146,  "Accounting  for  Costs
     Associated  with Exit or Disposal  Activities."  This  Statement  addresses
     financial  accounting  and  reporting  for  costs  associated  with exit or
     disposal  activities and nullifies  Emerging Issues Task Force (EITF) Issue
     No. 94-3, "Liability Recognition for Certain Employees Termination Benefits
     and Other Costs to Exit an Activity  (including Certain Costs Incurred in a
     Restructuring)." Charges relating to the exit of an activity or disposal of
     long-lived  assets will be recorded when they are incurred and  measurable.
     Prior to SFAS No. 146 these  charges were accrued at the time of commitment
     to exit or dispose and  activity.  The Company has not yet  determined  the
     impact of the adoption of this statement.

     Reclassifications
     -----------------

     Certain  amounts in the 2001  consolidated  financial  statements have been
     reclassified  to  conform  to the  2002  consolidated  financial  statement
     presentation.


<PAGE>



                          CUMBERLAND TECHNOLOGIES, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                         SEPTEMBER 30, 2002 (UNAUDITED)


3.   Related Party Transactions
     --------------------------

     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
     September 30, 2002 and December 31, 2001,  no payments  could be made under
     the terms of the debenture.

     On March 8, 2002,  Cumberland purchased a residential mortgage from Francis
     M.  Williams.  Mr.  Williams is Chairman of the Board of the  Company.  The
     principal  balance on the loan was $36,906.  Interest  accrued  through the
     date of acquisition  was $129 at an annual  interest rate of 7.5%. No prior
     liens exist related to taxes, assessments or other similar charges.

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

     The  components  of  unrealized  appreciation  of  investments  recorded in
     stockholders' equity are as follows:

                                               September 30,        December 31,
                                                   2002                 2001
                                               -------------       -------------
        Fixed maturities, net of
           income tax .....................    $    344,481        $     70,729
                                               =============       =============

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

     The  Company  has  recorded a deferred  income  tax asset of  $680,651  and
     $499,145  net of a valuation  allowances  of $200,000 and $-0- at September
     30, 2002 and December 31, 2001,  respectively.  A valuation  allowance  has
     been  recognized  for the deferred  income tax asset as  cumulative  losses
     create uncertainty about the realization of the benefits in future years.

     The Company's provision for income taxes for the period ended September 30,
     2002 and 2001 has been calculated  using an effective rate of approximately
     34%, respectively.


<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                         SEPTEMBER 30, 2002 (UNAUDITED)


6.   Debt
     ----

     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, 2002 and bears  interest  equal to one half of one
     percent per annum in excess of the stated interest rate  established by the
     Bank of America.  On December 26, 2001,  the Company made a principal  note
     payment  of  $395,495  reducing  the  outstanding  balance  on the  note to
     $604,055.  The lender may  convert  the  principal  amount of the note or a
     portion  thereof  into  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 was due March 1, 2002 bearing  interest at 8% through February 28,
     2001 and 10%  thereafter.  Principal  payments of $125,000 are due annually
     beginning  March 1, 2000. On March 1, 2002, a final payment of $125,000 was
     made on the note due March 1, 2002. The other note is due June 30, 2010 and
     bears interest at 9%.  Principal  payments of $40,000 were due annually for
     three  years  beginning  January 5,  1996.  Payments  of $11,104  including
     principal  and  interest  were paid monthly from April 1, 1997 through June
     30, 2001. On December 3, 2001,  SA reached an agreement  with the holder on
     this note payable,  whereby the terms of the note were modified,  such that
     the effective  interest rate was 6%, and principal  payments became payable
     at $6,000 per month.

7.   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 CONSOLIDATED FINANCIAL STATEMENTS

                         SEPTEMBER 30, 2002 (UNAUDITED)



8.   Accounting for Derivative Instruments
     -------------------------------------

     SFAS No. 133, Accounting for Derivative  Instruments and Hedging Activities
     is effective for all fiscal years  beginning  after June 15, 2000. SFAS No.
     133,  as  amended,  establishes  accounting  and  reporting  standards  for
     derivative  instruments,  including certain derivative instruments embedded
     in other contracts, and for hedging activities. Under SFAS No. 133, certain
     contracts that were not formerly  considered  derivatives  may now meet the
     definition  of a  derivative.  The Company  adopted SFAS No. 133  effective
     January  1,  2001.  The  Company  identified  one  product  that  meets the
     definition  of a  derivative  instrument  as defined in SFAS No.  133.  The
     policy  is issued  to  registered  investment  advisors  ("Advisors"),  and
     insures losses  suffered by the Advisors as a result of market  declines on
     covered investment principal,  provided that the Advisors have followed the
     investment guidelines required by the policy. The identified derivative was
     formerly   accounted  for  as  an  insurance  contract  within  the  policy
     liabilities  for  loss  and  loss  adjustment   expenses   account  in  the
     consolidated  balance  sheet  prior  to  January  1,  2001.  There  was  no
     cumulative  effect of change in  accounting  principal due to the fact that
     the  policy  liability  recorded  for this  policy  at  December  31,  2000
     approximated  the fair  value of the  derivative  instrument  at January 1,
     2001. The fair value, net of reinsurance,  of the derivative  instrument at
     September  30, 2002 and December  31, 2001 is  $4,329,300  and  $1,978,891,
     respectively.  The Company is not  involved in any hedging  activities.  At
     September  30, 2002 the fair value of the  derivative  instrument  has been
     determined  by using a financial  model that  incorporates  market data and
     other  assumptions.  Due to the volatility in the marketplace,  the Company
     suspended marketing of this product effective September 2001.

9.   Statutory Accounting Practices
     ------------------------------

     CCS is  domiciled in Florida and  prepares  its  statutory-basis  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.  In 1998,  the NAIC
     adopted   the    Codification    of   Statutory    Accounting    Principles
     ("Codification") for insurance companies.  Codification,  which is intended
     to  standardize  regulatory  accounting  and  reporting  for the  insurance
     industry,   is  effective   January  1,  2001.   The  Company   implemented
     codification  at January 1, 2001.  On a  statutory  accounting  basis,  CCS
     reported  losses net of income  taxes of  ($1,589,521)  for the nine months
     ended September 30, 2002. Statutory surplus (shareholders' equity) of these
     operations  was  $5,107,267  and  $6,503,218  as of September  30, 2002 and
     December 31, 2001, respectively.



<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                         SEPTEMBER 30, 2002 (UNAUDITED)


10.  Comprehensive Income
     --------------------

     Comprehensive  (loss)  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 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 comprehensive  income,  other than net
     income,  for the nine months ended  September  30, 2002 and  September  30,
     2001, respectively.

                                                  Consolidated Statements of
                                                      Comprehensive Income
                                                 -------------------------------
                                                 Nine Months Ended September 30,
                                                        2002             2001
                                                 -------------------------------
     Net (loss) income........................... $ (2,578,630)    $     47,296
         Other comprehensive income:
           Unrealized appreciation of available-
             for-sale securities arising during
             period, net of income tax...........      176,324       326,096
           Reclassification adjustment for (gains)
             losses included in net income,
             net of income tax...................       32,535        31,354
                                                  ------------     -------------
         Comprehensive (loss) income............. $ (2,369,771)    $    404,746
                                                  ============     =============
11.  Contingencies
     -------------

     CCS has been named in a class action lawsuit in the United States  District
     Court for the  District  of  Colorado.  The  plaintiffs  are  clients  of a
     registered  investment  advisor (the  "Advisor")  and have alleged that the
     Advisor,   a  registered   broker-dealer,   and  certain  other  defendants
     (excluding CCS) were negligent or otherwise responsible for losses suffered
     by  the  plaintiffs   resulting  from   embezzlement   of  the  plaintiffs'
     investments  by a third  party.  As a separate  count in the  lawsuit,  the
     plaintiffs  have  also  asserted  claims  against  CCS based on a policy of
     insurance  issued  by CCS to the  Advisor.  The  policy  does  not  provide
     coverage  for  embezzlement,  rather  it  insures  losses  caused by market
     declines, providing that the Advisor has followed the investment guidelines
     required by the policy.  On July 31, 2002, the District Court granted CCS's
     motion for summary judgment and dismissed the claims against CCS.




<PAGE>



                          CUMBERLAND TECHNOLOGIES, INC.


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.  These risks
and uncertainties  include,  but are not limited to, changes in the market value
of the  Company's  investments,  increases  in  the  Company's  liability  under
derivative securities, losses on claims in excess of the Company's liability for
loss  and loss  adjustment  expenses,  competition  in the  insurance  industry,
inability to recover from  reinsurers  for unpaid losses,  unanticipated  losses
from litigation, the effects of new or existing government regulations,  and the
impact of new accounting  pronouncements.  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 three times its statutory surplus, or approximately  $15,300,000
at December 31, 2002.  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  $1,900,000  in the year 2002  subject to  risk-based
capital limitations.

     At September 30, 2002, $25,166,666 of the Company's total assets calculated
based on  generally  accepted  accounting  principles  in the  United  States of
America were comprised as follows: 49 percent in cash and investments (including
accrued   investment   income),   30  percent  in  receivables  and  reinsurance
recoverables, 7 percent in income tax recoverable and deferred income tax asset,
9 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 (used in) provided by operating  activities was  ($1,295,528)  and
$2,299,168 for the nine months ended September 30, 2002 and 2001,  respectively.
Net cash used in operating activities for the period ended September 30, 2002 is
primarily  attributed  to an  increase  in policy  liabilities  and is offset by
increases in deferred  income tax asset and income taxes  recoverable.  Net cash
provided by operating activities for the nine months ended September 30, 2001 is
primarily attributed to a decrease in reinsurance recoverable and an increase in
derivative  liability which are offset by an increase in accounts receivable and
a decrease in policy liabilities and accruals.

     Net cash  provided  by (used in)  investing  activities  was  $632,131  and
($1,296,733)   for  the  nine  months  ended   September  30,  2002,  and  2001,
respectively.  Investing activities consist of purchases,  sales, and maturities
of investments.

     Net cash used in  financing  activities  was  $206,256 and $191,137 for the
nine  months  ended  September  30,  2002  and  2001,  respectively.   Financing
activities consist primarily of payments on long-term debt.

     It is anticipated  that the liquidity  requirements  of the Company will be
met primarily by funds  generated  from  operations.  The  principal  sources of
operating cash flows are premiums,  investment  income, and sales and maturities
of investments.  The Company believes that total invested assets, including cash
and  short-term  investments,  are sufficient in the aggregate and have suitably
scheduled   maturities  to  satisfy  all  policy  claims  and  other   operating
liabilities.

     As of  September  30, 2002,  the Company  believes  that it has  sufficient
capital resources to fund its present capital requirements.




<PAGE>


Item 2.              MANAGEMENT'S DISCUSSION AND ANALYSIS OF
------            FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                  ---------------------------------------------
                   LIQUIDITY AND CAPITAL RESOURCES (CONTINUED)
                   ------------------------------------------

     Management  of the  Company  is  considering  a  possible  "going  private"
transaction,  which might  involve a reverse  stock split or a stock  repurchase
program.  Any such  transaction  would be reviewed  and approved by the Board of
Directors  of the  Company  prior to  completion,  and may  require  shareholder
approval.  The actual amount of funds needed to implement a  transaction  is not
known,  but management  believes that it would not have a material impact on the
financial condition of the Company.  However,  any such transaction may have the
effect of enabling the Company to terminate the resignation of its common stock,
and its reporting obligations, under the Securities Exchange Act of 1934.





<PAGE>




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

     Critical Accounting Policies
     ----------------------------

     The  preparation of  consolidated  financial  statements in conformity with
accounting  principles  generally  accepted in the United  States  requires  the
Company to make estimates and  assumptions  that affect the reported  amounts of
assets and liabilities  and the disclosure of contingent  assets and liabilities
at the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period.  These estimates and assumptions are based
on  historical  experience  and various  other  factors  that are believed to be
reasonable  under the  circumstances.  Actual  results  could  differ from these
estimates under different assumptions or conditions.

     The  Company  believes  the  following  accounting  policies  are the  most
critical since these policies  require  significant  judgment or involve complex
estimations  that are  important  to the  portrayal of the  Company's  financial
condition and operating results:

     Asset Impairment
     ----------------

     The Company  reviews  long-lived  assets,  including  certain  identifiable
intangibles, for impairment whenever events or changes in circumstances indicate
that the carrying value of an asset may not be recoverable.  Upon  determination
that the carrying  value of the asset is impaired,  the Company  would record an
impairment  charge or loss.  Future adverse changes in market conditions or poor
operating  results of the  underlying  investment  could  result in losses or an
inability  to  recover  the  carrying  value of the  investment  that may not be
reflected  therein;  and  therefore,  might  require  the  Company  to record an
impairment charge in the future.

     Derivatives
     -----------

     Statement  of  Financial   Accounting  Standard  No.  133,  Accounting  for
Derivative  Instruments and Hedging  Activities ("SFAS No.133") is effective for
all fiscal  years  beginning  after June 15,  2000.  SFAS No.  133,  as amended,
establishes  accounting  and  reporting  standards for  derivative  instruments,
including certain derivative  instruments  embedded in other contracts,  and for
hedging activities. Under SFAS No. 133, certain contracts that were not formerly
considered derivatives may now meet the definition of a derivative.  The Company
adopted  SFAS No. 133  effective  January 1, 2001.  The Company  identified  one
product that meets the definition of a derivative  instrument as defined in SFAS
No. 133. The identified  derivative  was formerly  accounted for as an insurance
contract within the policy  liabilities  for loss and loss  adjustment  expenses
account in the  consolidated  balance sheet.  At December 31, 2001 and September
30, 2002 the fair value of the  derivative  instrument  has been  determined  by
using a financial model that incorporates market data and other assumptions. Due
to the  volatility in the  marketplace,  the Company has suspended  marketing of
this product effective September 2001.





<PAGE>


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

     Critical Accounting Policies (continued)
     ---------------------------------------

     Reserves for Unpaid Losses and Adjustment Expenses
     --------------------------------------------------

     The liability for loss and loss adjustment  expenses including incurred but
not  reported  losses is based on the  estimated  ultimate  cost of settling the
claim using  traditional  paid and  incurred  loss  development  methods.  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  liabilities  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 loss and loss  adjustment
expenses 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 losses paid or in the
process  of  settlement,  such as  internal  costs of the claims  function.  The
Company does not discount its liability 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.

     Reinsurance
     -----------

     The Company  assumes and cedes insurance with other insurers and reinsurers
to limit  maximum loss,  provide  greater  diversification  of risk and minimize
exposure on larger risks.  Premiums and loss and loss  adjustment  expenses that
are ceded under  reinsurance  arrangements  reduce the  respective  revenues and
expenses.  Amounts  recoverable  from  reinsurers  are  estimated  in  a  manner
consistent with the claim liability associated with the reinsured policy and are
reported as reinsurance recoverable.

     Income Taxes
     ------------

     The Company accounts for income taxes under the liability method. Under the
liability  method,  deferred  income  taxes are  established  for the future tax
effects of temporary  differences  between the tax and financial reporting bases
of assets and  liabilities  using  currently  enacted tax rates.  Such temporary
differences primarily relate to certain insurance  liabilities,  deferred policy
acquisition costs and intangible  assets. The effect on deferred income taxes of
a change in tax rates is  recognized  in income in the  period of  enactment.  A
valuation  allowance to reduce  deferred  income tax assets is established  when
deemed appropriate.


<PAGE>




Item 2.              MANAGEMENT'S DISCUSSION AND ANALYSIS OF
------            FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                  ---------------------------------------------
                              RESULTS OF OPERATIONS
                              ---------------------
           COMPARISON OF NINE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
           -----------------------------------------------------------

     Direct,  assumed and ceded premiums  earned for the period ended  September
30, 2002 exceeded  premiums  earned for the same period in 2001 by $1,241,615 or
13%. Net premium income earned for the nine months ended  September 30, 2002 and
2001, was $11,104,413 and $9,862,798, respectively.

     Net  investment  income  for the  nine  months  ended  September  30,  2002
decreased by $88,932 when  compared to the same period in 2001.  The decrease is
attributed to an overall decrease in interest rates earned on the bond and money
market portfolio. Other income for the nine months ended September 30, 2002 when
compared to the same  period of 2001  increased  by  $240,761.  The  increase is
primarily attributed to the Company's claims consulting subsidiary.

     During the nine months ended  September 30, 2002,  loss and loss adjustment
expenses  increased by $4,231,933  when compared to the same period in 2001. The
increase  is  attributed  to  additional  incurred  losses  and loss  adjustment
expenses on direct business and assumed business in the amount of $3,544,329 and
$687,603, respectively. The volume of direct and assumed losses is attributed to
the increase of claims  submitted  and paid for the nine months ended  September
30, 2002 resulting in the subsequent increase in the liability for loss and loss
adjustment  expenses.  The ratio of losses and loss adjustment expenses incurred
as a percentage of earned  premiums is 56% for the period  ending  September 30,
2002 as compared to 21% for the same period in 2001.

     During  the nine  months  ended  September  30,  2002,  derivative  expense
increased by $1,042,015  when compared to the same period in 2001. The change is
attributed  to an  increase  in the  market  value of the  derivative  liability
requiring an increase in the liability  for  derivative  valuation.  The Company
anticipates  that there may be  additional  future  increases in the  derivative
liability,  which  could  cause an  adverse  effect on the  Company's  financial
results in the periods affected.

     During the nine months ended  September 30, 2002,  amortization of deferred
policy  acquisition  costs was $3,294,236 as compared to $3,130,794 for the same
period in 2001. The amortization of deferred policy acquisition costs represents
24% and 23% of written premiums for the nine months ended September 30, 2002 and
2001, respectively.

     Operating  expenses  for the nine  months  ended  September  30,  2002 when
compared to the same  period in 2001  decreased  $131,332  or 3%. The  Company's
largest  operating  expense is salary and related expenses  representing 54% and
50% of the total operating  expense for the nine months ended September 30, 2002
and 2001,  respectively.  The Company goal for 2002 is  maintaining  consistency
with prior year operating expenses without disruption of its marketing goals.

     Interest expense  represents  payment to two subsidiary  agencies  previous
owners. The decrease in interest expense for the nine months ended September 30,
2002 is due to a decrease in the principal amount of the long-term debt.

     Income  taxes in the nine months  ending  September  30, 2002 and 2001 were
calculated using effective rate of 34%, respectively.





<PAGE>




Item 2.              MANAGEMENT'S DISCUSSION AND ANALYSIS OF
------            FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                  ---------------------------------------------
                              RESULTS OF OPERATIONS
                              ---------------------
          COMPARISON OF THREE MONTHS ENDED SEPTEMBER 30, 2002 AND 2001
          ------------------------------------------------------------

     Direct,  assumed and ceded premiums for the third quarter of 2002 increased
$496,524 or 14% when compared to the same period in 2001. Net premium income for
the period ended  September 30, 2002 and 2001, was  $4,099,688  and  $3,603,164,
respectively.

     Net  investment  income  for the three  months  ended  September  30,  2002
decreased by $35,821 when  compared to the same period in 2001.  The decrease is
attributed to an overall decrease in interest rates earned on the bond and money
market portfolio.  Other income increased by $99,087 or 22% when compared to the
same  period  of  2001  and is  primarily  attributed  to the  Company's  claims
consulting subsidiary.

     During the three months ended  September 30, 2002, loss and loss adjustment
expenses  increased by $1,225,307  when compared to the same period in 2001. The
increase is attributed to incurred losses and loss adjustment expenses on direct
and assumed  business.  Incurred  claims as a percentage of earned premiums were
30% and 29% for the period ending September 30, 2002 and 2001, respectively.

     During the three  months  ended  September  30,  2002,  derivative  expense
increased by $869,591  when  compared to the same period in 2001.  The change is
attributed  to an  increase  in the  market  value of the  derivative  liability
requiring an increase in the liability  for  derivative  valuation.  The Company
anticipates  that there may be  additional  future  increases in the  derivative
liability,  which  could  cause an  adverse  effect on the  Company's  financial
results in the periods affected.

     During the three months ended September 30, 2002,  amortization of deferred
policy  acquisition  costs was $978,583 as compared to  $1,235,126  for the same
period in 2001. The amortization of deferred policy acquisition costs is 24% and
26% of written  premiums for the three months ended September 30, 2002 and 2001,
respectively.

     Operating  expenses  for the three  months  ended  September  30, 2002 when
compared to the same period in 2001  decreased  by $162,951 or 10%.  The Company
goal for 2002 is  maintaining  consistency  with prior year  operating  expenses
while maintaining its marketing goals.

     Interest expense  represents  payment to two subsidiary  agencies' previous
owners.  The decrease in interest  expense for the three months ended  September
30, 2002 is due to a decrease in the principal amount of the long-term debt.

     Income  taxes in the three months  ended  September  30, 2002 and 2001 were
calculated using annual effective rate of 34%, respectively.




<PAGE>



Item 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
------    ----------------------------------------------------------

     The Company had approximately  $10.5 million of investments as of September
30, 2002. These investments  largely consist of government  obligations and have
either  variable rates of interest or stated interest rates ranging from 3.5% to
8.5%.  The Company's  investments  are exposed to certain  market risks inherent
with such assets.  The risk of defaults is mitigated by the Company's  policy of
investing in securities  with high credit  ratings and  investing  through major
financial  institutions with high credit ratings.  The Company has notes payable
of approximately $1.1 million at an average interest rate of 8.6%.

     SFAS No. 133, Accounting for Derivative  Instruments and Hedging Activities
is effective for all fiscal years  beginning  after June 15, 2000. SFAS No. 133,
as amended,  establishes  accounting  and  reporting  standards  for  derivative
instruments,   including  certain  derivative   instruments  embedded  in  other
contracts,  and for hedging  activities.  Under SFAS No. 133, certain  contracts
that were not formerly  considered  derivatives may now meet the definition of a
derivative.  The Company  adopted SFAS No. 133  effective  January 1, 2001.  The
Company  identified  one  product  that  meets the  definition  of a  derivative
instrument  as  defined  in SFAS No.  133.  The  policy is issued to  registered
investment advisors ("Advisors"), and insures losses suffered by the Advisors as
a result of market declines on covered investment  principal,  provided that the
Advisors have followed the  investment  guidelines  required by the policy.  The
identified derivative was formerly accounted for as an insurance contract within
the policy  liabilities  for loss and loss  adjustment  expenses  account in the
consolidated  balance  sheet prior to January 1, 2001.  There was no  cumulative
effect  of  change  in  accounting  principal  due to the fact  that the  policy
liability  recorded for this policy at December 31, 2000  approximated  the fair
value of the derivative  instrument at January 1, 2001.  The fair value,  net of
reinsurance, of the derivative instrument at September 30, 2002 and December 31,
2001 is $4,329,300 and $1,978,891,  respectively. The Company is not involved in
any hedging  activities.  At September 30, 2002 the fair value of the derivative
instrument  has been  determined  by using a financial  model that  incorporates
market data and other assumptions. Due to the volatility in the marketplace, the
Company suspended  marketing of this product effective September 2001. The value
of the  derivative  liability  increases in proportion to the  volatility in the
marketplace.

Item 4.   CONTROLS AND PROCEDURES
------    -----------------------

     With the participation of management, the Company's chief executive officer
and chief  financial  officer  evaluated the Company's  disclosure  controls and
procedures  within 90 days of the filing date of this  quarterly  report.  Based
upon this evaluation,  the chief executive  officer and chief financial  officer
concluded that the Company's disclosure controls and procedures are effective in
ensuring that material  information  required to be disclosed is included in the
reports that it files with the Securities and Exchange Commission.

     There were no significant changes in the Company's internal controls or, to
the  knowledge of the  management  of the Company,  in other  factors that could
significantly affect these controls subsequent to the evaluation date.



<PAGE>




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

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

          CCS was named as a defendant in a class  action  lawsuit in the United
          States District Court for the District of Colorado. The plaintiffs are
          clients of a registered  investment  advisor (the  "Advisor") and have
          alleged that the  Advisor,  a  registered  broker-dealer,  and certain
          other   defendants   (excluding   CCS)  were  negligent  or  otherwise
          responsible  for losses  suffered  by the  plaintiffs  resulting  from
          embezzlement  of the  plaintiffs'  investments by a third party.  As a
          separate  count in the  lawsuit,  the  plaintiffs  have also  asserted
          claims against CCS based on a policy of insurance issued by CCS to the
          Advisor. The policy does not provide coverage for embezzlement, rather
          it  insures  losses  caused by  market  declines,  providing  that the
          Advisor has followed the investment guidelines required by the policy.
          On July 31, 2002,  the District  Court granted CCS' motion for summary
          judgment and dismissed the claims against CCS.

Item 2.   Changes 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)  The following  documents are filed as exhibits to this  Quarterly
               Report on Form 10-Q:

               3(a) Articles of Incorporation*

               3(b) Bylaws*

          (b)  On  September  12, 2002 the Company  filed a Form 8-K to announce
               that it will be delisted from the NASDAQ SmallCap Market.

               On   October  3, 2002 the  Company  filed a Form 8-K to  announce
               that it will be listed on the Nasdaq OTC Bulletin Board.




<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 TECHNOLOGIES, INC.


Date:    November 19, 2002          By:  /s/  Joseph M. Williams
                                    --------------------------------------------
                                    Joseph M. Williams
                                    President and Chief Executive Officer
                                    (Principal Executive Officer)

Date:    November 19, 2002          By:  /s/  Carol S. Black
                                    --------------------------------------------
                                    Carol S. Black
                                    Secretary and Chief Financial Officer
                                    (Principal Accounting and Financial Officer)






<PAGE>





                          CUMBERLAND TECHNOLOGIES, INC.

                 CERTIFICATION FOR QUARTERLY REPORT ON FORM 10-Q
                 -----------------------------------------------


I Joseph M. Williams, certify that:

1.   I  have  reviewed  this  quarterly   report  on  Form  10-Q  of  Cumberland
     Technologies, Inc.;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows of the  registrant  as of, and for,  the  periods  presented  in this
     quarterly report;

4.   The  registrants  other  certifying  officers  and  I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a)   designed  such  disclosures  controls  and  procedures  to ensure that
          material  information  relating  to  the  registrant,   including  its
          consolidated subsidiaries,  is made known to us by others within those
          entities,  particularly  during  the  period in which  this  quarterly
          report is being prepared;

     b)   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures as of a date within 90 days prior to the filing date of
          this quarterly report (the "Evaluation Date"); and

     c)   presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the disclosure  controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The registrant's other certifying  officers and I have disclosed,  based on
     our most recent  evaluation,  to the  registrant's  auditors  and the audit
     committee of  registrant's  board of directors (or persons  performing  the
     equivalent function):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which could  adversely  affect the  registrant's  ability to
          record,  process,   summarize  and  report  financial  data  and  have
          identified for the  registrant's  auditors any material  weaknesses in
          internal controls; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          controls; and

6.   The  registrant's  other  certifying  officers and I have indicated in this
     quarterly report whether or not there were significant  changes in internal
     controls  or in other  factors  that could  significantly  affect  internal
     controls  subsequent to the date of our most recent  evaluation,  including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.



Date:  November 19, 2002                      By:  /s/  Joseph M. Williams
                                              ----------------------------------
                                              Joseph M. Williams
                                              President and Treasurer



<PAGE>




                          CUMBERLAND TECHNOLOGIES, INC.

                 CERTIFICATION FOR QUARTERLY REPORT ON FORM 10-Q
                 -----------------------------------------------


I Carol S. Black, certify that:

1.   I  have  reviewed  this  quarterly   report  on  Form  10-Q  of  Cumberland
     Technologies, Inc.;

2.   Based on my knowledge,  this  quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows of the  registrant  as of, and for,  the  periods  presented  in this
     quarterly report;

4.   The  registrants  other  certifying  officers  and  I are  responsible  for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

     a)   designed  such  disclosures  controls  and  procedures  to ensure that
          material  information  relating  to  the  registrant,   including  its
          consolidated subsidiaries,  is made known to us by others within those
          entities,  particularly  during  the  period in which  this  quarterly
          report is being prepared;

     b)   evaluated the  effectiveness of the registrant's  disclosure  controls
          and procedures as of a date within 90 days prior to the filing date of
          this quarterly report (the "Evaluation Date"); and

     c)   presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the disclosure  controls and procedures based on our
          evaluation as of the Evaluation Date;

5.   The registrant's other certifying  officers and I have disclosed,  based on
     our most recent  evaluation,  to the  registrant's  auditors  and the audit
     committee of  registrant's  board of directors (or persons  performing  the
     equivalent function):

     a)   all  significant  deficiencies  in the design or operation of internal
          controls  which could  adversely  affect the  registrant's  ability to
          record,  process,   summarize  and  report  financial  data  and  have
          identified for the  registrant's  auditors any material  weaknesses in
          internal controls; and

     b)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  registrant's  internal
          controls; and

6.   The  registrant's  other  certifying  officers and I have indicated in this
     quarterly report whether or not there were significant  changes in internal
     controls  or in other  factors  that could  significantly  affect  internal
     controls  subsequent to the date of our most recent  evaluation,  including
     any corrective actions with regard to significant deficiencies and material
     weaknesses.



Date:  November 19, 2002                   By:  /s/  Carol S. Black
                                           -------------------------------------
                                           Carol S. Black
                                           Secretary and Chief Financial Officer




<PAGE>


                   CERTIFICATION OF PERIODIC FINANCIAL REPORT

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
                  ---------------------------------------------


In connection with the Quarterly  Report of Cumberland  Technologies,  Inc. (the
"Company") on Form 10-Q for the period  ending  September 30, 2002 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"), Joseph
M. Williams, President and Treasurer, hereby certifies pursuant to 18 U.S.C. (S)
1350, as adopted pursuant to (S) 906 of the Sabanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of
the Securities Exchange Act of 1934; and

(2) The  information  contained in the Report fairly  presents,  in all material
respects, the financial condition and results of operations of the Company.




Date:  November 19, 2002                    By:  /s/  Joseph M. Williams
                                            ------------------------------------
                                            Joseph M. Williams
                                            President and Treasurer




<PAGE>


                   CERTIFICATION OF PERIODIC FINANCIAL REPORT

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
                  ---------------------------------------------


In connection with the Quarterly  Report of Cumberland  Technologies,  Inc. (the
"Company") on Form 10-Q for the period  ending  September 30, 2002 as filed with
the Securities and Exchange Commission on the date hereof (the "Report"),  Carol
S. Black, Secretary and Chief Financial Officer, hereby certifies pursuant to 18
U.S.C.  (S) 1350,  as adopted  pursuant to (S) 906 of the  Sabanes-Oxley  Act of
2002, that:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of
the Securities Exchange Act of 1934; and

(2) The  information  contained in the Report fairly  presents,  in all material
respects, the financial condition and results of operations of the Company.




Date:  November 19, 2002                   By:  /s/ Carol S. Black
                                           -------------------------------------
                                           Carol S. Black
                                           Secretary and Chief Financial Officer