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, 2001.

                                       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 Corporate Issuers

The  number  of shares  of the  Registrant's  common  stock,  $.001  par  value,
outstanding as of September 30, 2001 was 5,597,244 shares.

<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

                                    FORM 10-Q

                                      INDEX

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

        Item 1.  Condensed (unaudited) consolidated balance sheets
                   at September 30, 2001 and December 31, 2000 ..............1-2

                 Condensed (unaudited) consolidated statements of
                   operations for the nine months ended September 30, 2001
                   and September 30, 2000 .....................................3

                 Condensed (unaudited) consolidated statements of
                   operations for the three months ended September 30, 2001
                   and September 30, 2000 .....................................4

                 Condensed consolidated statements of stockholders' equity
                   for the nine months ended September 30, 2001 (unaudited)
                   and for the year ended December 31, 2000....................5

                 Condensed (unaudited) consolidated statements of cash flows
                   for the nine months ended September 30, 2001 and
                   September 30, 2000..........................................6

                 Notes to condensed (unaudited) consolidated financial
                   statements ..............................................7-15

        Item 2.  Management's discussion and analysis of financial condition
                   and results of operations...............................16-18

        Item 3.  Quantitative and qualitative disclosures about
                   market risk ...............................................19

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

        Item 1.  Legal proceedings ...........................................20

        Item 2.  Changes in securities .......................................20

        Item 3.  Defaults upon senior securities..............................20

        Item 4.  Submission of matters to a vote of security holders..........20

        Item 5.  Other information............................................20

        Item 6.  Exhibits and reports of form 8-k.............................20

                 Signatures...................................................21


<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 (UNAUDITED)

                                     ASSETS
                                     ------


                                                      --------------------------
                                                      September 30, December 31,
                                                          2001            2000
                                                      --------------------------

  Investments:
  -----------
   Securities available-for-sale at fair value:
     Debt securities ...............................   $10,059,349   $ 7,553,010
     Equity securities .............................          --           2,716
   Debt securities held-to-maturity at amortized
     cost (fair value, 2001 - $375,431
     2000 - $1,227,130) ............................       359,411     1,223,593
   Mortgage loans on real estate, at unpaid
     principal .....................................        41,086       742,068
   Short-term investments ..........................       433,993       433,993
                                                       -----------   -----------
     Total investments .............................    10,893,839     9,955,380

Cash and cash equivalents ..........................     1,505,076       693,778
Accrued investment income ..........................       163,533       185,011

Reinsurance recoverable ............................     4,542,999     4,910,443

Accounts receivable:
-------------------
   Nonaffiliate less allowance for doubtful
     accounts of $13,750 ...........................     4,439,194     3,821,206
   Affiliate .......................................       476,835       436,997
Income tax recoverable .............................       142,160       167,588
Deferred income tax asset ..........................       175,234       175,234
Deferred policy acquisition costs ..................     2,077,720     1,955,018
Intangibles, net ...................................     1,006,858     1,115,316
Other investment ...................................       609,586       582,532
Other assets .......................................       459,971       311,082
                                                       -----------   -----------
                                                       $26,493,005   $24,309,585
                                                       ===========   ===========


            See notes to condensed consolidated financial statements.


<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

                CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

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


                                                    ----------------------------
                                                     September 30,  December 31,
                                                         2001            2000
                                                    ----------------------------

Policy liabilities and accruals:
-------------------------------
   Loss and loss adjustment expenses .............  $  3,758,295   $  5,185,626
   Unearned premiums .............................     6,151,499      5,775,524
Ceded reinsurance payable ........................     1,583,987        721,513
Derivative liability .............................     1,773,914           --
Accounts payable and other liabilities ...........     2,982,689      2,637,748
Debt:
----
   Nonaffiliate ..................................       945,884      1,102,683
   Affiliate .....................................     1,000,000      1,000,000
                                                    ------------   ------------
   Total liabilities .............................    18,196,268     16,423,094
                                                    ------------   ------------
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 and 5,871,356
       shares issued, respectively ...............         5,916          5,872
   Capital in excess of par value ................     7,270,316      7,264,860
   Accumulated other comprehensive income ........       461,935        104,485
   Retained earnings .............................       822,289        774,993
                                                    ------------   ------------
                                                       8,560,456      8,150,210
   Less treasury stock, at cost, 318,612  shares .      (263,719)      (263,719)
                                                    ------------   ------------
   Total stockholders' equity ....................     8,296,737      7,886,491
                                                    ------------   ------------
                                                    $ 26,493,005   $ 24,309,585
                                                    ============   ============



            See notes to condensed consolidated financial statements.

<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)


                                                 -------------------------------
                                                 Nine Months Ended September 30,
                                                         2001            2000
                                                 -------------------------------

Revenue:
-------
Direct premiums earned .........................   $ 10,621,463    $  9,122,315
Reinsurance premiums assumed ...................      2,674,256       1,836,007
Less reinsurance ceded .........................     (3,432,921)     (2,395,335)
                                                   ------------    ------------
Net premium income .............................      9,862,798       8,562,987

Net investment income ..........................        462,343         429,777
Net realized investment (losses) gains .........        (10,012)        270,067
Other income ...................................      1,371,117       1,449,951
                                                   ------------    ------------
Total revenue ..................................     11,686,246      10,712,782
                                                   ------------    ------------

Benefits and Expenses:
---------------------
Losses and loss adjustment expenses ............      3,485,909       2,391,073
Amortization of deferred policy acquisition
    costs ......................................      3,130,794       2,719,007
Operating expenses .............................      4,912,356       3,919,119
Interest expense ...............................        126,144         176,850
                                                   ------------    ------------
Total expenses .................................     11,655,203       9,206,049
                                                   ------------    ------------

Income before income tax (benefit)/expense......         31,043       1,506,733
Income tax (benefit)/expense ...................        (16,253)        505,000
                                                   ------------    ------------
Net income .....................................   $     47,296    $  1,001,733
                                                   ============    ============
Weighted average number of shares
    outstanding - basic ........................      5,586,445       5,520,888
                                                   ============    ============
Net income per share - basic ...................   $       0.01    $       0.18
                                                   ============    ============
Weighted average number of shares
    outstanding - diluted ......................      5,666,744       5,602,688
                                                   ============    ============
Net income per share - diluted .................   $       0.01    $       0.18
                                                   ============    ============



            See notes to condensed consolidated financial statements.


<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)


                                                --------------------------------
                                                Three Months Ended September 30,
                                                        2001             2000
                                                --------------------------------

Revenue:
-------
Direct premiums earned .........................    $ 3,662,601     $ 3,304,403
Reinsurance premiums assumed ...................      1,142,481         621,951
Less reinsurance ceded .........................     (1,201,918)       (871,732)
                                                    -----------     -----------
Net premium income .............................      3,603,164       3,054,622

Net investment income ..........................        162,748         157,843
Net realized investment gains ..................          6,428            --
Other income ...................................        441,332         545,921
                                                    -----------     -----------
Total revenue ..................................      4,213,672       3,758,386
                                                    -----------     -----------

Benefits and Expenses:
---------------------
Losses and loss adjustment expenses ............      1,654,168         984,854
Amortization of deferred policy acquisition
    costs ......................................      1,235,126       1,029,749
Operating expenses .............................      1,618,611       1,366,307
Interest expense ...............................         38,164          73,239
                                                    -----------     -----------
Total expenses .................................      4,546,069       3,454,149
                                                    -----------     -----------

Income before income tax (benefit) expense .....       (332,397)        304,237
Income (loss) tax (benefit) expense ............       (131,079)        102,909
                                                    -----------     -----------
Net income (loss) ..............................    $  (201,318)    $   201,328
                                                    ===========     ===========
Weighted average number of shares
    outstanding - basic ........................      5,597,244       5,553,244
                                                    ===========     ===========
Net income (loss) per share - basic ............    $      (.04)    $      0.04
                                                    ===========     ===========
Weighted average number of share
    outstanding - diluted ......................      5,666,744       5,635,044
                                                    ===========     ===========
Net income (loss) per share - diluted ..........    $      (.04)    $      0.04
                                                    ===========     ===========



            See notes to condensed consolidated financial statements.



<PAGE>

<TABLE>
<CAPTION>

                          CUMBERLAND TECHNOLOGIES, INC.

      CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED)


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

<S>                                         <C>        <C>       <C>          <C>            <C>          <C>           <C>

Balance at January 1, 2000 .............    5,815,356  $ 5,816   $ 7,257,916  $   (40,897)  $  (266,756)  $  (263,719)  $ 6,692,360

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

   Net increase in unrealized
       appreciation of
       available-for-sale
       securities, net of
       income tax .....................                                          145,382                                    145,382

   Net income .........................                                                       1,041,749                   1,041,749
                                                                                                                          ----------

   Comprehensive income ...............                                                                                   1,187,131
                                           ---------   --------   -----------   --------     ----------   -----------     ----------
Balance at December 31, 2000 ..........    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 increase in unrealized
       appreciation of
       available-for-sale
       securities, net of
       income tax .....................                                         357,450                                     357,450


   Net income .........................                                                          47,296                      47,296
                                                                                                                          ----------

   Comprehensive income ...............                                                                                     404,746
                                         -----------  -----------  -----------  -----------   -----------   -----------   ----------
Balance at September 30, 2001 ........     5,915,356  $   5,916    $7,270,316  $461,935        $822,289     $  (263,719) $8,296,737
                                         ===========  ===========  =========== ===========    ===========   ===========  ===========


            See notes to condensed consolidated financial statements.

</TABLE>



<PAGE>

                          CUMBERLAND TECHNOLOGIES, INC.

           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

                                                 -------------------------------
                                                 Nine Months Ended September 30,
                                                         2001          2000
                                                 -------------------------------
Operating activities:
--------------------
Net income .........................................  $    47,296   $ 1,001,733
Adjustments to reconcile net income to cash
   provided by operating activities:
       Accretion of investment discounts ...........      (21,342)      (12,367)
       Policy acquisition costs amortized ..........    3,567,924     2,719,007
       Policy acquisition costs deferred ...........   (3,690,626)   (3,142,503)
       Amortization ................................      108,458       115,166
       Net realized losses (gains) on sales of
           investments .............................       10,012      (270,067)
       (Increase) decrease in:
           Accrued investment income ...............       21,478       (49,074)
           Reinsurance recoverable .................      367,444      (362,215)
           Accounts receivable .....................     (617,988)   (1,149,086)
           Income tax recoverable ..................       25,428          --
           Other assets ............................     (148,889)       18,373
       Increase (decrease) in:
           Policy liabilities and accruals .........     (351,356)    2,003,045
           Derivative liability ....................    1,773,914          --
           Ceded reinsurance payable ...............      862,474       540,705
           Accounts payable and other liabilities ..      344,941          --
           Income tax payable ......................         --         193,391
                                                      -----------   -----------
Net cash provided by operating activities ..........    2,299,168     1,606,108
Investing activities:
--------------------
Securities available-for-sale:
       Purchases - fixed maturities ................   (2,940,621)   (6,595,488)
       Proceed from sales - fixed maturities .......      804,960     3,098,991
       Proceeds from investment settlement .........         --         228,875
       Purchases - equities ........................         --         354,956
Securities held-to-maturity:
       Purchases- fixed maturities .................         --       1,500,000
       Maturities ..................................      865,000          --
Proceeds from mortgage loan ........................          982           911
Purchase - short-term assets .......................         --
                                                                         (3,754)
Increase in other investment .......................      (27,054)      (21,257)
                                                      -----------   -----------
Net cash used in investing activities ..............   (1,296,733)   (1,436,766)
Financing activities:
--------------------
Payments on debt, affiliate and
   non-affiliate ...................................     (156,799)     (164,906)
Stock options exercised ............................        5,500         7,000
Net change in advances from affiliates .............      (39,838)      (33,738)
                                                      -----------   -----------
Net cash used in financing activities ..............     (191,137)     (191,644)
                                                      -----------   -----------
Increase (decrease) in cash and cash equivalents ...      811,298       (22,302)
Cash and cash equivalents, beginning of period .....      693,778     2,000,147
                                                      -----------   -----------
Cash and cash equivalents, end of period ...........  $ 1,505,076   $ 1,977,845
                                                      ===========   ===========

Supplemental cash flows disclosure:
----------------------------------
Cash paid for interest .............................  $    30,724   $    78,317
                                                      -----------   -----------
Cash (received) paid for income taxes ..............  $  (166,681)  $   304,168
                                                      ===========   ===========



            See notes to condensed consolidated financial statements.



<PAGE>

                          CUMBERLAND TECHNOLOGIES, INC.

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

                               SEPTEMBER 30, 2001

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

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

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

     Principles of Consolidation
     ---------------------------

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



<PAGE>

                          CUMBERLAND TECHNOLOGIES, INC.

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


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

     Basis of Presentation
     ---------------------

     The accompanying unaudited condensed consolidated financial statements have
     been prepared in conformity with generally accepted  accounting  principles
     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  month  periods  ended  September  30,  2001  are not  necessarily
     indicative  of the results that may be expected for any future  quarters or
     the year  ending  December  31,  2001.  For further  information,  refer to
     consolidated  financial  statements as of and for the years ended  December
     31, 2000 and 1999,  included in the Company's  Form 10-K for the year ended
     December 31, 2000 as filed with the United States  Securities  and Exchange
     Commission on April 17, 2001.

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

     Certain amounts in the 2000 financial  statements have been reclassified to
     conform to the 2001 financial statement presentations.

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

     The  preparation of  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.  Such estimates
     and  assumptions  could  change in the future as more  information  becomes
     known which would affect the amounts reported and disclosed herein.

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

     Earnings per share for the three and nine month periods  September 30, 2001
     and 2000 is based on the  weighted  average  number of shares  outstanding,
     adjusted for the dilutive effect of stock options.



<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


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

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

                                                    September 30,   December 31,
                                                       2001             2000
                                                    ------------   -------------
     Fixed maturities, net of
       income tax ...............................    $ 461,935        $ 126,607
     Equities ...................................          --           (22,122)
                                                     ---------        ---------
     Total unrealized appreciation,
       net of income taxes ......................    $ 461,935        $ 104,485
                                                     =========        =========

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

     The Company's  provision for income taxes for the nine-month  periods ended
     September  30,  2001  and  2000,  respectively,  was  calculated  using  an
     effective rate of 34%.

6.   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,  2001,  no  payments  could be made  under  the terms of the
     debenture.

     KC and SSI entered into an agreement with an independent  contractor,  AEC,
     on August 16, 1989 on a  construction  contract with the United States Navy
     (the "Navy").  Pursuant to this contract, the Company, as surety,  executed
     and  delivered  to the Navy  certain  performance  and  payment  bonds (the
     "Bonds").  At the time that the  Bonds  were  issued,  KC  entered  into an
     indemnification  agreement  with the Company,  whereby KC  indemnified  the
     Company from any and all losses,  costs,  and expenses  incurred related to
     the Bonds.  In 1991, the Navy defaulted and terminated AEC on the contract.
     The  contract  has  been  in  litigation  since  the  termination  in  1991
     generating  a  subrogation   receivable  in  the  amount  of  approximately
     $1,851,000  as of September  30, 2001 and  December 31, 2000.  In the event
     that the Company is  unsuccessful  in its  litigation  activities  with the
     Navy, management of the Company believes that KC will reimburse the Company
     for the losses and expenses incurred related to the Bonds.



<PAGE>




                          CUMBERLAND TECHNOLOGIES, INC.

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


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

     Affiliate
     ---------

     Effective November 10, 1998, CTI entered into a $1,000,000 convertible term
     note agreement with TransCor Waste Services,  Inc., a subsidiary of KC. The
     note is due  November  10, 2001 and bears  interest at 10%.  The lender may
     convert the principal amount of the note or a portion thereof into a common
     stock at $3.00 per share  subsequent to a nine-month  anniversary and prior
     to the maturity  date.  An amendment to the note  extending the due date of
     the note to November 10, 2002 was executed on October 23, 2001.

     Nonaffiliate
     ------------

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

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

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

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


<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


8.   Intangibles (continued)
     -----------------------

     New Accounting Pronouncements
     -----------------------------

     On June 29, 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.  Goodwill  and certain  intangible  assets will remain on the balance
     sheet and not be amortized. On an annual basis, and when there is reason to
     suspect that their values have been  diminished  or impaired,  these assets
     must be tested  for  impairment,  and  write-downs  may be  necessary.  The
     Company has not  determined  the impact,  if any, that this  statement will
     have on its consolidated financial position or results of operations.

     On June 29, 2001, SFAS No. 142,  "Goodwill and Other Intangible Assets" was
     approved by the FASB. SFAS No. 142 changes the accounting for goodwill from
     an  amortization  method to an  impairment-only  approach.  Amortization of
     goodwill,  including goodwill recorded in past business combinations,  will
     cease upon adoption of this statement. The Company is required to implement
     SFAS No. 142 on January 1, 2002 and it has not  determined  the impact,  if
     any, that this statement will have on its consolidated  financial  position
     or results of operations.

     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.

     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 on January 1, 2002,  however,  earlier application is
     encouraged.  The Company has not  evaluated  the effect,  if any,  that the
     adoption  of SFAS 144 will  have on the  Company's  consolidated  financial
     statements.


<PAGE>



                          CUMBERLAND TECHNOLOGIES, INC.

         NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(UNAUDITED)


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

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

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

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

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

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

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

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

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


<PAGE>


                          CUMBERLAND TECHNOLOGIES, INC.

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


12.  Accounting for Derivatives
     --------------------------

     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  now meet the
     definition of a derivative.  The Company  identified one product that meets
     the  definition of a derivative  instrument as defined in SFAS No. 133. The
     policy provides  coverage to the Registered  Investment  Advisor who writes
     insured's investing in mutual funds and other investment  instruments.  The
     loss on any policy is determined  by a reduction  below cost in the account
     of the insured  over a five-year  period.  The  identified  derivative  was
     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.

     Effective  January 1, 2001 the Company adopted SFAS No. 133. The transition
     adjustment of $600,000 was  reclassified  from the policy  liabilities  for
     loss and loss  adjustment  expenses  account to a liability for  derivative
     instruments account on the condensed  consolidated balance sheet at January
     1, 2001. The increase in the derivative  liability account in the amount of
     $1,173,914  is  included  in losses  and loss  adjustment  expenses  in the
     condensed  consolidated  statement of operations for the nine-month  period
     ended September 30, 2001.

     Estimates  and  assumption  were  used  in  determining  the  valuation  of
     derivative instruments.  Such estimates and assumptions could change in the
     future as more  information  becomes  known which would  affect the amounts
     reported and disclosed herein.

13.  Statutory Accounting Practices
     ------------------------------

     CCS is domiciled in Florida and prepares its  statutory-basis  consolidated
     financial  statements in accordance with accounting practices prescribed or
     permitted  by the  Florida  Insurance  Department.  "Prescribed"  statutory
     accounting   practices  include  state  laws,   regulations,   and  general
     administrative  rules, as well as a variety of publications of the National
     Association  of Insurance  Commissioners  ("NAIC").  "Permitted"  statutory
     accounting  practices  encompass  all  accounting  practices  that  are not
     prescribed;  such practices may differ from state to state, may differ from
     company to company within a state,  and may change in the future.  In 1998,
     the   National   Association   of  Insurance   Commissioners   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's  underwriting  operations
     reported  income net of income  taxes of $5,143 for the nine  months  ended
     September  30, 2001 and  $511,624  for the year ended  December  31,  2000.
     Statutory surplus (shareholders' equity) of these operations was $6,273,570
     as of September 30, 2001.


<PAGE>

                          CUMBERLAND TECHNOLOGIES, INC.

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


14.  Comprehensive Income
     --------------------

     Comprehensive  income is defined as any change in equity from  transactions
     and other events originating from nonowner sources.  In the Company's case,
     those changes are principally  comprised of 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 for the nine months ended
     September 30, 2001 and September 30, 2000, respectively.

                                                    Consolidated Statements
                                                    of Comprehensive Income
                                                 -------------------------------
                                                 Nine Months Ended September 30,
                                                        2001            2000
                                                 -------------------------------
     Net income ...............................      $    47,296    $ 1,001,733
     Other comprehensive income:
       Unrealized appreciation (depreciation)
         of available-for-sale securities
         arising during period ................          326,096       (144,296)
       Reclassification adjustment for
         losses included in net income ........           31,354          7,000
                                                     -----------    -----------
     Comprehensive income .....................      $   404,746    $   864,437
                                                     ===========    ===========



<PAGE>




                          CUMBERLAND TECHNOLOGIES, INC.

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


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

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




<PAGE>


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

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

     The capacity of a surety company to underwrite insurance and reinsurance is
based on maintaining  liquidity and capital  resources  sufficient to pay claims
and expenses as they become due. Based on standards  established by the National
Association  of Insurance  Commissioners  (NAIC) and  promulgated by the Florida
Department of Insurance, the Company is permitted to write net premiums up to an
amount equal to three times its statutory surplus, or approximately  $16,300,000
at December 31, 2001.  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  $4,200,000  in the year 2001  subject to  risk-based
capital limitations.

     At  September  30,  2001,   $26,493,005  of  the  Company's  total  assets,
calculated  based on  accounting  principles  generally  accepted  in the United
States of America, were comprised as follows: 47 percent in cash and investments
(including accrued investment income), 36 percent in receivables and reinsurance
recoverables,  12 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 investments while maintaining  sufficient liquidity to meet
its obligations.

     Net cash provided by operating activities was $2,299,168 and $1,606,108 for
the nine  months  ended  September  30,  2001 and 2000,  respectively.  Net cash
provided  by  operating  activities  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 used in investing activities was $1,296,733 and $1,436,766 for the
nine  months  ended  September  30,  2001,  and  2000,  respectively.  Investing
activities consist of purchases, sales, and maturities of investments.

     As of September 30, 2001, the Company had sufficient  capital  resources to
fund foreseeable future requirements.


<PAGE>


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

                              RESULTS OF OPERATIONS

           COMPARISON OF NINE MONTHS ENDED SEPTEMBER 30, 2001 AND 2000
           -----------------------------------------------------------


     During the nine months ended September 30, 2001, net premium income totaled
$9,862,798  representing  a net  increase  of 15  percent  from that of the same
period in 2000  ($8,562,987).  The increase is attributed to the underwriting of
small and medium size surety bonds and specialty insurance services.  During the
nine  months of 2001 as compared  to the same  period in 2000,  direct  premiums
earned increased  $1,499,148 or 16%; assumed premiums  increased $838,249 or 46%
and ceded premiums  increased  $1,037,586 or 43%. Ceded premiums increase as the
volume of direct and  assumed  premiums  increased  based on their  relationship
under the Company's reinsurance treaties.

     Net investment income for the first nine months of 2001 remained consistent
when  compared to the same period of 2000.  The realized loss of $10,012 in 2001
is attributed  to the write-off of an equity  security and is offset by realized
gains on the disposal of fixed  maturities.  Other  income  decreased by $78,834
during the nine months of 2001 when  compared  to the same  period of 2000.  The
decrease is attributable to the subsidiary  agency decline in commission  income
of $145,701 and is offset by the Company's claims  consulting  subsidiary income
increase of $66,867.

     During the nine months ended  September 30, 2001,  loss and loss adjustment
expenses were $3,485,909 as compared to $2,391,073, for the same period of 2000.
Incurred loss and loss adjustment  expenses  represent the net reserve  increase
after  deduction  of paid claims and  fluctuates  based on premiums  written and
earned  as well as claims  incurred  and  paid.  The  increase  in  reserves  is
attributable to two components.  One is additional reserves of $477,157 required
under FASB 133,  Accounting for Derivative  Instruments  and Hedging  Activities
implemented  on  January  1,  2001.  The  additional  reserves  are  calculated,
primarily,  based on the market value of investments  attached to the Registered
Investment Advisor's Policy and are subject to market  fluctuations.  The second
reserve component consists of an increase of $617,679 and is consistent with the
increase in net premium income at September 30, 2001 and 2000. The loss ratio to
net premiums earned,  excluding the additional derivative reserves,  was 30% and
28%, respectively.

     During the nine months ended  September 30, 2001,  amortization of deferred
policy  acquisition  costs was $3,130,794 as compared to $2,719,007 for the same
period in 2000.  The increase in  amortization  of deferred  policy  acquisition
costs is attributed to the increase in direct and assumed premiums  earned.  The
expense  represents 24% of direct and assumed premiums at September 30, 2001 and
September 30, 2000.

     Operating  expenses  increased by $993,237 or 25% for the nine months ended
September  30, 2001 when  compared to the same period in 2000.  The  increase is
primarily  attributed to increases in salary  expenses and legal fees associated
with the Company's growth.

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

     Income taxes in the nine months ended  September 30, 2001 and September 30,
2000 were calculated using effective rates of approximately 34%.



<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, 2001 AND 2000
          ------------------------------------------------------------


     During the three  months  ended  September  30,  2001,  net premium  income
totaled  $3,603,164  representing  a net increase of 18 percent from that of the
same period in 2000  ($3,054,622).  During the three months ending September 30,
2001 as  compared  to the  same  period  during  2000,  direct  premiums  earned
increased  $358,198 or 11%; assumed premiums increased $520,530 or 84% and ceded
premiums  increased  $330,186 or 38%. Ceded  premiums  increase as the volume of
direct and  assumed  premiums  increase  based on their  relationship  under the
Company's reinsurance treaties.

     Net  investment  income for the three  months  ending  September  30,  2001
remained  consistent  when  compared  to the same period of 2000.  Other  income
decreased by $104,588 or 20% during the three months  ended  September  30, 2001
when  compared  to the same  period  of 2000.  The  decrease  is  attributed  to
subsidiary  agency  commission  of $76,590 and the Company's  claims  consulting
group of $27,998.

     During the three months ended  September 30, 2001, loss and loss adjustment
expenses were  $1,654,168 as compared to $984,854,  for the same period of 2000.
Incurred loss and loss adjustment  expenses  represent the net reserve  increase
after  deduction  of paid claims and  fluctuates  based on premiums  written and
earned as well as claims  incurred and paid.  The increase of $669,314 or 68% is
attributed to increasing certain factors in calculating reserves.

     During the three months ended September 30, 2001,  amortization of deferred
policy  acquisition  costs was $1,235,126 as compared to $1,029,749 for the same
period in 2000. The amortization of deferred policy  acquisition  costs increase
is based on factoring in the associated  costs and is attributed to the increase
in premiums written and earned.  The expense  remained  consistent at 26% of the
direct and assumed premiums earned for the periods ending September 30, 2001 and
2000.

     Operating  expenses increased by $252,304 or 19% for the three months ended
September  30, 2001 when  compared to the same period in 2000.  The  increase is
attributed  to  increases  in  salary  expenses,  legal  fees and  other  office
expenditures associated with the Company's growth.

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

     Income  taxes in the three  months  ended  September  30, 2001 and 2000 was
calculated  using an effective  rate of 34%.  Net income tax expense  reflects a
negative tax effect due to prior year tax refunds.


<PAGE>




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

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

     The Company had approximately  $10.8 million of investments as of September
30, 2001. These investments largely consist of state government  obligations and
have either  variable  rates of interest or stated  interest  rates ranging from
4.5% to 8.5%.  The  Company's  investments  are exposed to certain  market risks
inherent with such assets.  These risks are  mitigated by the Company's  general
policy of investing in securities with high credit ratings and investing through
major financial institutions with high credit ratings.

Notes Payable
-------------

     The Company  has notes  payable of  approximately  $2 million at an average
interest  rate  of  8.5%.  The  terms  of the  note  agreements  are  such  that
pre-payment  of such debt may not be  advantageous  to the  Company in the event
that funds may not be available to the Company at a lower rate of interest.

     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 has one  insurance  product  that meets the  definition  of a derivative
instrument as defined in SFAS No. 133. The identified  derivative is speculative
in nature and was formerly  accounted  for as an insurance  contract  within the
policy  liabilities  for  loss  and  loss  adjustment  expenses  account  in the
consolidated  balance sheet.  As of September 30, 2001, the amount recorded as a
liability for the value of this derivative was $1,773,914.




<PAGE>

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


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

               The   Company  is  engaged  in  various   legal  and   regulatory
               proceedings  arising  in the  normal  course  of  business  which
               management  believes will not have a material  adverse  effect on
               its financial position or results of operations.

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)  None

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


<PAGE>



                                   SIGNATURES
                                   ----------

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


                                    CUMBERLAND TECHNOLOGIES, INC.


Date:    November 14, 2001          By:  /s/  Joseph M. Williams
                                    --------------------------------------------
                                    Joseph M. Williams
                                    President and Chief Executive Officer
                                    (Principle Executive Officer)

Date:    November 14, 2001          By:  /s/  Carol S. Black
                                    --------------------------------------------
                                    Carol S. Black
                                    Secretary and Chief Financial Officer
                                    (Principle Accounting and Financial Officer)