UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549





Amendment Number 1

to

FORM 10-QSB



(Mark One)[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended: March 31, 2007Or[  ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934For the transition period from ____________ to _____________Commission File Number: 000-50983ECOTALITY, INC.(Exact name of registrant as specified in its charter)Nevada68-0515422(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification No.)6821 E Thomas Road, Scottsdale, Arizona85251(Address of principal executive offices)(Zip Code)(480) 219-5005(Registrant's telephone number, including area code)(Former name, former address and former 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 (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes [X] No [  ]



APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by 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:

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 106,999,906











---

Ecotality, Inc.

(A Development Stage Company)





Table of Contents





PagePART I - FINANCIAL INFORMATION3Unaudited Financial Statements3Balance Sheet4Statements of Operations5Statements of Cash Flows6Notes`7`Changes in and Disagreements with Accountants`19`Management's Discussion and Plan of Operation`21`Controls and Procedures`23`PART II - OTHER INFORMATION`24`Legal Proceedings`24`Unregistered Sales of Equity Securities`24`Submission of Matters to a Vote of Security Holders`25`Exhibits and Reports on Form 8-K`26`SIGNATURES`27`
















2





---

PART I - FINANCIAL INFORMATION



Unaudited Financial Statements



The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial reporting and pursuant to the rules and regulations of the Securities and Exchange Commission ("Commission").  While these statements reflect all normal recurring adjustments which are, in the opinion of management, necessary for fair presentation of the results of the interim period, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements.  For further information, refer to the financial statements and footnotes thereto, which are included in the Company's Registration Statement on Form 10-KSB previously filed with the Commission on March 30, 2007, and subsequent amendments made thereto.















































3





---

Ecotality, Inc.

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Restated
Balance Sheet

(unaudited)



March 31,2007Assets
`(RESTATED)``Current assets:
 
	   Cash

	$3,124,771

	   Prepaid expenses

	83,341

	   Certificate of Deposit
	 

	2,036,510

	      Total current assets

	
		
		5,244,622
	
  
	Fixed assets
 
	    Building

	575,615

	    Computers and Equipment

	38,455

	    Vehicle

	795,848

	     Accumulated Depreciation    

	(69,174)

	        Total Fixed Assets

	
		
		1,340,744
	
  
	Total Assets

	
		
		6,585,366
	
  
	Liabilities and Stockholders' Equity
   
	Current liabilities:
 
	   Accounts payable

	506,968

	   Payroll liabilities

	13,585

	      Total current liabilities

	
		
		520,553
	
  
	Long Term Liabilities  
 
	    Mortgage Payable

	287,500

	       Total Long Term Liabilities

	
		
		287,500
	
  
	Total Liabilities

	
		
		808,053
	
  
	Stockholders' equity
 
	    Preferred stock, $0.001 par value, 200,000,000 shares
 
	      authorized, no shares issued and outstanding

	-

	    Common stock, $0.001 par value, 300,000,000 shares
 
	      authorized, 106,999,906 shares issued and outstanding

	107,000

	   Additional paid-in capital

	
	22,994,399
	   (Deficit) accumulated during development stage

	(17,324,086)

	       Total Stockholders' Equity

	
		
		5,777,313
	
  
	Total Liabilities and Stockholders' Equity

	
		
		$6,585,366`






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



4





---

Ecotality, Inc.

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Restated Statements of Operations

(unaudited)



Three Months EndedApril 21, 1999March 31,(Inception) to20072006March 31, 2007(RESTATED)(RESTATED)
	(RESTATED)Revenue$-$-$851Cost of Goods Sold--506Gross Profit
	
	345Expenses:Depreciation48,08714169,174Executive compensation77,1402,477,1102,812,146General and administrative expenses
	(amounts exclude executive
	compensation
	shown above as a separate line item)464,054322,8152,474,186Licenses and Permits1,339-8,223,911Research and development373,530350,0001,461,634Settlement Expense1,800,000-1,800,000Total expenses
	2,764,150
	3,150,066
	16,901,051Operating loss(2,764,150)(3,150,066)(16,900,706)Other income:Interest income21,743-36,650Total other income
	21,743
	-
	36,650Other expenses:Interest expense3,23421,606460,030Total other expenses
	3,234
	21,606
	460,030Loss from operations before income taxes(2,745,641)(3,171,672)(17,324,086)Provision for income taxes---(Loss) from continuing operations(2,745,641)(3,171,672)(17,324,086)Net (loss)
	$(2,745,641)
	$(3,171,672)
	$(17,324,086)Weighted average number ofcommon shares outstanding
	- basic and fully diluted110,066,56667,548,590Net (loss) per share - basic and fully dilutedContinuing operations$(0.02)$(0.05)






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









5





---

Ecotality, Inc.

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Restated
Statements of Cash Flows

(unaudited)



Three Months EndedApril 21, 1999March 31,(Inception) to20072006March 31, 2007(RESTATED)(RESTATED)
	(RESTATED)Cash flows from operating activitiesNet (loss)$(2,745,641)$(3,171,672)$(17,324,086)Adjustments to reconcile net (loss) toNet cash (used) by operating activities:Stock compensation
	- related party-2,475,0062,475,006Shares issued for services--1,000Shares issued for licenses--8,217,391Shares issued for settlement1,200,000-1,200,000Depreciation48,08714169,174Warrants issued with notes payable-26382,656Stock split adjustments--38,412Changes in operating assets and liabilities:(Increase) decrease in inventory-2,453-(Increase) in interest income from Certificate of Deposit(21,743)-(36,510)(Increase) in prepaid expenses5,543(95,400)(83,341)Increase in accounts payable(87,107)3,500506,968Increase in accrued interest-4,192-Increase in payroll liabilities1,1838,07513,585Net cash (used) by operating activities
	(1,599,678)
	(773,679)
	(4,539,745)Cash flows from investing activitiesPurchase of fixed assets(611,019)-(1,409,918)Purchase of Certificate of Deposit--(2,000,000)Net cash (used) by investing activities
	(611,019)
	-
	(3,409,918)Cash flows from financing activitiesMortgage payable287,500-287,500Proceeds from notes payable-750,0001,425,000Repayments of notes payable--(1,425,000)Issuance of common stock-375,00010,786,934Net cash provided by financing activities
	287,500
	1,125,000
	11,074,434Net (decrease) increase in cash(1,923,197)351,3213,124,771Cash - beginning5,047,9685,878-Cash - ending
	$3,124,771
	$357,199
	$3,124,771Supplemental disclosures;Interest paid$3,234$15,000$62,374Income taxes paid
	$-
	$-
	$-Non-cash transactions:Shares issued for services executive compensation$-$2,745,006$2,745,006Number of shares issued for executive compensation-7,500,0187,500,018Share issued for services$-$-$1,000Number of shares issued for services--35,294,200Share issued for licenses$-$-$8,217,391Number of shares issued for licenses--5,869,565Share issued for financing costs$-$-$382,656Number of shares issued for financing costs--2,971,429Shares issued for settlement$1,200,000$-$1,200,000Number of shares issued for settlement
	1,500,000
	-
	1,500,000








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



6





---

Ecotality, Inc

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Notes to Restated Financial Statements

(Unaudited)



Note 1
- Basis of presentation



The interim financial statements included herein, presented in accordance with United States generally accepted accounting principles and stated in US dollars, have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC).  Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading.



These statements reflect all adjustments, consisting of normal recurring adjustments, which, in the opinion of management, are necessary for fair presentation of the information contained therein.  It is suggested that these consolidated interim financial statements be read in conjunction with the financial statements of the Company for the year ended December 31, 2006 and notes thereto included in the Company's 10-KSB annual report.  The Company follows the same accounting policies in the preparation of interim reports.



Results of operations for the interim periods are not indicative of annual results.



Note 2
- History and organization of the company



The Company was organized April 21, 1999 (Date of Inception) under the laws of the State of Nevada, as Alchemy Enterprises, Ltd.  The Company has limited operations and is considered a development stage company.  The Company was initially authorized to issue 25,000 shares of its no par value common stock.



On October 29, 2002, the Company amended its articles of incorporation to increase its authorized capital to 25,000,000 shares with a par value of $0.001.  On January 26, 2005, the Company amended its articles of incorporation again, increasing authorized capital to 100,000,000 shares of common stock with a par value of $0.001.  Subsequently, on March 1, 2006, the Company amended its articles of incorporation, increasing authorized capital to 300,000,000 shares of common stock, each with a par value of $0.001, and 200,000,000 shares of preferred stock, each with a par value of $0.001.



On November 26, 2006, the Company amended its articles of incorporation to change its name from Alchemy Enterprises, Ltd. to Ecotality, Inc.



The former business of the Company was to market a private-label bio-degradable product line.  During the year ended December 31, 2006, the board of directors changed the Company's focus toward developing an electric power cell technology.



Note 3 - Fixed assets



Fixed assets as of March 31, 2007 consisted of the following:



Computer equipment$38,455Vehicles795,848Building
	575,615Accumulated depreciation
	(69,174)$1,340,744




Depreciation expense totaled $48,087 and $141 for the three months ended March 31, 2007 and 2006 respectively.



7





---

Ecotality, Inc

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Notes to Restated Financial Statements

(Unaudited)



Note 4 - Debt and interest expense



On February 9, 2006, the Company conducted a private offering of debt securities, whereby it raised $750,000 in bridge loan financing from three non-affiliated individuals.  The notes were due August 9, 2006, bear an interest rate of 10.5% calculated annually and contain no prepayment penalty.  The maturity date of the notes was subsequently extended to October 9, 2006.  The notes were repaid on September 29, 2006 including interest of $50,056.



In connection with the February 9, 2006 debt offering, the note holders were issued warrants to purchase shares of the Company's par value common stock.  Resultantly, a discount of $92 was attributed to the value of the notes, which amount is being amortized over a period of six months.  As of December 31, 2006, a total of $92 has been amortized and recorded as interest expense.  See note 7 for additional discussion regarding the issuance of warrants.



On July 7, 2006, the Company raised $275,000 in bridge loan financing from two shareholders.  The notes are due December 29, 2006, bear an interest rate of 10.5% calculated annually and contain no prepayment penalty.  The notes were repaid on October 2, 2006 including interest of $6,724.



In connection with the July 7, 2006 debt offering, the note holders were issued warrants to purchase shares of the Company's par value common stock.  Resultantly, a discount of $223,391 was attributed to the value of the notes, which amount is being amortized over a period of approximately six months.  As of December 31, 2006, a total of $223,391 has been amortized and recorded as interest expense.  See note 7 for additional discussion regarding the issuance of warrants.



On August 3, 2006, the Company raised $100,000 in bridge loan financing from two shareholders.  The notes are due December 29, 2006, bear an interest rate of 10.5% calculated annually and contain no prepayment penalty.  The notes were repaid on October 2, 2006 including interest of $1,668.



In connection with the August 3, 2006 debt offering, the note holders were issued warrants to purchase shares of the Company's par value common stock.  Resultantly, a discount of $79,079 was attributed to the value of the notes, which amount is being amortized over a period of approximately five months.  As of December 31, 2006, a total of $79,079 has been amortized and recorded as interest expense.  See note 7 for additional discussion regarding the issuance of warrants.



On September 9, 2006, the Company raised $100,000 in bridge loan financing from two shareholders.  The notes are due December 29, 2006, bear an interest rate of 10.5% calculated annually and contain no prepayment penalty.  The notes were repaid on October 2, 2006 including interest of $552.



In connection with the September 9, 2006 debt offering, the note holders were issued warrants to purchase shares of the Company's par value common stock.  Resultantly, a discount of $80,094 was attributed to the value of the notes, which amount is being amortized over a period of approximately four months.  As of December 31, 2006, a total of $80,094 has been amortized and recorded as interest expense.  See note 7 for additional discussion regarding the issuance of warrants.



On September 27, 2006, the Company raised $200,000 in bridge loan financing from two shareholders.  The notes are due December 29, 2006, are non-interest bearing and contain no prepayment penalty.  The notes were repaid on October 2, 2006.



Interest expense totaled $3,234 and $21,606 for the three months ended March 31, 2007 and 2006 respectively.



8





---

Ecotality, Inc

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Notes to Restated Financial Statements

(Unaudited)



Note 5 - Long Term Debt



On January 16, 2007, the Company purchased an office building for an aggregate price of $575,615.  A total of $287,959 has been paid and a tax credit has been recorded in the amount of $156.  The remaining balance of $287,500 is structured as an interest-only loan from a third-party, bears an interest rate of 6.75% calculated annually, with monthly payments in the amount of $1,617 due beginning on February 16, 2007.  The entire principal balance is due on or before January 16, 2012.



Interest expense totaled $3,234 and $21,606 for the three months ended March 31, 2007 and 2006 respectively.



Note 6 - Stockholders' equity



The Company is authorized to issue 300,000,000 shares of its $0.001 par value common stock and 200,000,000 shares of $0.001 par value preferred stock.



On May 17, 2004, the Company closed their Regulation D, Rule 504 offering, registered in Nevada, and issued a total of 14,647,094 shares of its $0.001 par value common stock in exchange for cash of $41,500.



On February 15, 2006, the Company issued 7,500,018 shares of its $0.001 par value common stock to an individual who is an officer and director as executive compensation valued at $140,250, calculated at the fair market value of $0.33, on March 2, 2006 when the company began trading shares of stock..



On March 23, 2006, three warrant holders exercised their rights to purchase shares of par value common stock of the Company.  As a result, the Company issued an aggregate of 1,071,429 shares of common stock at a price per share of $0.35, for total cash proceeds of $375,000.  See note 7 for additional discussion on this issue.



On June 12, 2006, the Company entered into a License Agreement with California Institute of Technology, whereby the Company issued 5,869,565 shares of common stock at a fair market value of $1.40 per share, based on the quoted market price on the grant date, for licenses and permits carrying an aggregate value of $8,217,391.  See note 8 for additional discussion on this issue.



During the year ended December 31, 2006, the Company conducted a private placement of its common stock pursuant to Regulation D, Rule 506.  As of December 31, 2006, the Company issued 34,499,920 shares of its $0.001 par value common stock at a price per share of $0.35, for total gross proceeds of $12,074,935.  The total offering costs related to this issuance was $9,352,713.



On February 15, 2007, the Company entered into a Settlement Agreement and Release to the Technology Contribution Agreement, originally entered into on February 15, 2006, to settle and resolve all known disputes and uncertainties between the Company and Howard Foote, Elliott Winfield and Universal Power Vehicles, Inc.  In accordance with the Settlement, the Parties confirm the assignment, transfer and conveyance of all right, title and interest in and to the Intellectual Property transferred in the Contribution Agreement.  In consideration, the Company agreed to pay to Foote, Winfield and UPV cash in the amount of $600,000.  Additionally, the Parties received common stock in the aggregate amount of 1,500,000 shares of the Company, as per a separate escrow agreement between Foote, Winfield and and Mr Harlod Sciotto, an officer and director of the Company. The shares were owned by Mr Sciotto and not the company. The escrow also provided for: (1) the immediate release from escrow and return to Harold Sciotto of 32,500,000 shares of our common stock; and (2) the immediate release to Ecotality of 6,000,000 shares of our common stock from escrow for cancellation.  The 6,000,000 shares were cancelled immediately upon receipt at their par value amount of $6,000 and that paid in capital was reduced by that amount.  The value of the shares transferred was based upon market value ($1,200,000) at the time of the transaction and have been reflected as an expense in our financial statements with a corresponding credit to paid in capital in accordance with SEC bulletins topic 5:T.



9





---

Ecotality, Inc

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Notes to Restated Financial Statements

(Unaudited)



Note 7 - Warrants



As of January 1, 2006, there were no warrants outstanding.



On February 9, 2006, the Company issued warrants to purchase shares of the Company's par value common stock to three non-affiliated individuals in conjunction with bridge loan agreements.  The warrant holders were granted the right to purchase a total of 1,071,429 shares of common stock of the Company for an aggregate purchase price of $375,000 or $0.35 a share.  The aggregate fair value of such warrants totaled $92 based on the Black Schoeles Merton pricing model using the following estimates:  4 % risk free rate, 100 % volatility and expected life of the warrants of 6 months.  On March 23, 2006, all of these warrants were exercised for total gross proceeds of $375,000.



On July 7, 2006, the Company issued warrants to purchase shares of the Company's par value common stock to two shareholders in conjunction with bridge loan agreements.  The warrant holders were granted the right to purchase a total of 1,100,000 shares of common stock of the Company for an a purchase price of $1,562,00 or $1.42 a share.  The aggregate fair value of such warrants totaled $223,391 based on the Black Schoeles Merton pricing model using the following estimates:  4% risk free rate, 100% volatility and expected life of 5 years.



On August 3, 2006, the Company issued warrants to purchase shares of the Company's par value common stock to two shareholders in conjunction with bridge loan agreements.  The warrant holders were granted the right to purchase a total of 400,000 shares of common stock of the Company for a purchase price of $496,000 or $1.24 a share.  The aggregate fair value of such warrants totaled $79,079 based on the Black Schoeles Merton pricing model using the following estimates:  4% risk free rate, 100% volatility and expected life of 5 years.



On September 6, 2006, the Company issued warrants to purchase shares of the Company's par value common stock to two shareholders in conjunction with bridge loan agreements.  The warrant holders were granted the right to purchase a total of 400,000 shares of common stock of the Company for a purchase price of $528,000 or $1.32 a share.  The aggregate fair value of such warrants totaled $80,094 based on the Black Schoeles Merton pricing model using the following estimates:  4% risk free rate, 100% volatility and expected life of 5 years.



On October 27, 2006 the Company issued warrants to purchase shares of the Company's par value common stock to the brokers of Brookstreet Securities Corporation as additional consideration for their acting as placement agent.  The warrant holders were granted the right to purchase a total of 6,899,982 shares of common stock of the Company for a purchase price of $2,414,994, or $0.35 per share.  The aggregate fair value of such warrants totaled $7,638,212 based on the Black Schoeles Merton pricing model using the following estimates:  4% risk free rate, 91% volatility and expected life of 5 years.  The Company netted the fair market value of the warrants against expenses related the offering of common stock conducted by Brookstreet Securities Corporation.



Paragraph 5 (Registration Rights) of the Subscription Agreement for the private placement described above states that  "If the Company fails to (i) file the Registration Statement with the SEC on or prior to 60 days after the Closing Date, (ii) obtain effectiveness of the Registration Statement by the SEC on or prior to 150 days after the Closing Date, or (iii) maintain effectiveness of the Registration Statement for 12 months after the date of effectiveness, the Company shall be obligated to issue to the undersigned additional Shares"  The Registration Rights paragraph further holds that if we fail or fail to obtain or maintain the effectiveness of the registration statement, within 30 days following the determination date (date upon which we fail to meet the 60 or 150 day requirement)  we are to issue to the subscribers the number of shares equal 1% of the number of shares issued as a part of this subscription and do so on a weekly basis until such time as we are incompliance with the registration requirement.  Further, the number of shares issued as
"penalty shares" in aggregate cannot exceed 10% of the number of shares originally subscribed..  As of March 31, 2007 the Company  has not incurred any penalties (compensatory or otherwise) and has not reserved any amounts for incurring any penalties in conjunction with this registration.



10





---

Ecotality, Inc

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Notes to Restated Financial Statements

(Unaudited)



Note 7 - Warrants (Continued)



The following is a summary of the status of all of the Company's stock warrants as of March 31, 2007 and changes during the three months ended:



Number
`Of Shares`
	Weighted-Average
`Exercise Price`Outstanding at December 31, 20050
	$ 0.00Granted1,071,429$ 0.35Exercised(1,071,429)
	$ 0.35Cancelled0
	$ 0.00Outstanding at March 31, 20060
	$ 0.00Granted8,799,982$ 0.57Exercised0
	$ 0.00Cancelled0
	$ 0.00Outstanding at December 31, 20068,799,982
	$ 0.57Granted0$ 0.00Exercised0
	$ 0.00Cancelled0
	$ 0.00Outstanding at March 31, 20078,799,982
	$ 0.57Warrants exercisable at March 31, 2007
	8,799,982
	
	$ 0.57




The following tables summarize information about stock warrants outstanding and exercisable at March 31, 2007



STOCK WARRANTS OUTSTANDINGRange of
`Exercise Prices`Number of
`Shares
Outstanding`
	Weighted-Average
`Remaining
Contractual
Life in Years`
	Weighted-
`Average
Exercise Price`$ 0.356,899,982
	4.58
	$ 0.35$ 1.24 - $ 1.421,900,0004.32$ 1.368,799,982
	
	4.52
	
	$ 0.57




STOCK WARRANTS EXERCISABLERange of
`Exercise Prices`Number of
`Shares
Exercisable`
	Weighted-
`Average
Exercise Price`$ 0.356,899,982
	$ 0.35$ 1.24-$ 1.421,900,000$ 1.368,799,982
	
	$ 0.57




Note 8 - Commitments and contingencies



On February 15, 2006, the Company entered into a Technology Contribution Agreement with two individuals to acquire the rights, titles and interests to the intellectual property for the development of an electric power cell.  In exchange for the rights to this intellectual property, the Company agreed to finance the development of the electric power cell system up to $1,350,000 and payoff $15,000 in interest costs for related debt.  To date through March 31, 2007, $1,461,634 has been recorded as research and development expense in relation to the technology and $15,000 as interest expense.



11





---

Ecotality, Inc

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Notes to Restated Financial Statements

(Unaudited)



Note 8 - Commitments and contingencies (continued)



On February 15, 2006, the Company entered into a consulting agreement with Universal Power Vehicles Corporation for annual compensation of $200,000.  The term of the agreement is three years and may be extended upon agreement by both parties.  The Company prepaid one-half of the compensation upon execution of the agreement, with the remaining compensation to be paid monthly beginning August 15.  The Company fully amortized $100,000 as an expense in the year ended December 31, 2006.  The consulting agreement has subsequently been terminated, without penalty, and no additional payments will be made.



On February 15, 2006, the Company entered into an employment agreement with an individual who is an officer and director of the Company.  The compensation is $120,000 annually.  Additionally, the Company issued 7,500,018 (split-adjusted) shares of par value common stock to this individual as executive compensation valued at $21,250.  The term of the agreement is one year and is automatically renewed annually.  On February 15, 2007, the employment agreement was renewed with compensation to be $222,000 annually.



On February 16, 2006, the Company entered into an employment agreement with an individual who is an officer and director of the Company for annual compensation of $120,000.  The term of the agreement is for one year and was automatically renewed on February 15, 2007.



On March 21, 2006, the Company entered into a lease agreement to rent office space at a rate of $547 per month and requires a refundable deposit of $500, which was paid by the Company during the period ended March 31, 2006.  On October 31, 2006, the Company added an addendum to the original lease agreement to rent additional office space at a rate of $547 per month and requires an additional refundable deposit of $500, which was paid by the Company during the period ended December 31, 2006.  The deposits were recorded in prepaid expenses, but have been expensed during the three months ended March 31, 2007.  The lease and addendum expired collectively on March 31, 2007 and was not renewed.



On June 12, 2006, the Company entered into a License Agreement with California Institute of Technology, whereby the Company obtained certain exclusive and non-exclusive intellectual property licenses
pertaining to the development of an electronic fuel cell technology, in exchange for 5,869,565 shares of common stock of the Company with a fair market value of $8,217,391, which amount has been recorded as licenses and permits expense.  The License Agreement carries an annual maintenance fee of $50,000, with the first payment due on or about June 12, 2009.  The License Agreement carries a perpetual term, subject to default, infringement, expiration, revocation or unenforceability of the License Agreement and the licenses granted thereby.



Note 9 - Restatement of financial statements



In connection with the preparation of our unaudited financial statements for the three month periods ended March 31, 2007 and 2006, we determined that there were errors in accounting treatment and reported amounts in our previously filed financial statements.  As a result, we determined to restate our financial statements for the three month periods ended March 31, 2007 and 2006.  The restatements are included in this Quarterly Report on Form 10-QSB/A (Amendment No. 1).



These restated financial statements include adjustments related primarily to the following:



Stockholders' Equity.  The Company has restated its financial statements for the three months ended March 31, 2007 and 2006 to reflect the revaluation of compensation paid to an executive officer.  The resulting addition to executive compensation expense and reduction to additional paid-in capital totaled $2,453,756 for the three month periods ended March 31, 2007 and 2006.



12





---

Ecotality, Inc

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Notes to Restated Financial Statements

(Unaudited)



Note 9 - Restatement of financial statements (Continued)



The foregoing adjustments did not affect our previously reported cash and cash equivalents balances in prior periods. The following tables present the effect of the restatement adjustments by financial statement line item for the Balance Sheet, Statements of Operations and Statements of Cash Flows.



Balance Sheet as of March 31, 2007



As of March 31, 2007Previously Stated
	
	Adjustments
	
	As RestatedAssetsCurrent assets:Cash$3,124,771
	$-
	$3,124,771Prepaid expenses83,341-83,341Certificates of deposit2,036,510
	
	
	2,036,510Total current assets
	5,244,622
	
	-
	
	5,244,622Fixed assetsBuilding575,615
	
	
	575,615Computers and Equipment38,455
	38,455Vehicle795,848
	
	
	795,848Accumulated Depreciation(69,174)
	(69,174)Total Fixed Assets
	1,340,744
	
	
	
	1,340,7446,585,366
	
	-
	
	6,585,366Liabilities and Stockholders' EquityCurrent liabilities:Accounts payable506,968
	-
	506,968Payroll liabilities13,585-13,585Total current liabilities
	520,553
	
	-
	
	520,553Long Term LiabilitiesMortgage Payable287,500
	
	
	287,500Total Long Term Liabilities287,500
	287,500Total Liabilities808,053
	
	
	808,053Stockholders' equityPreferred stock, $0.001 par value, 200,000,000 sharesauthorized, no shares issued and outstanding-
	-
	-Common stock, $0.001 par value, 300,000,000 sharesauthorized, 106,999,906 shares issued and outstanding107,000
	107,000Additional paid-in capital20,540,643
	2,453,756
	22,994,399(Deficit) accumulated during development stage(14,870,330)(2,453,756)(17,324,086)Total Stockholders' Equity
	5,777,313
	
	-
	
	5,777,313Total Liabilities and Stockholders' Equity$6,585,366
	$-
	$6,585,366








13





---

Ecotality, Inc

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Notes to Restated Financial Statements

(Unaudited)



Note 9 - Restatement of financial statements (Continued)



Statements of Operations for the three month periods ended March 31, 2007 and 2006



For the three months endedFor the three months endedMarch 31, 2007March 31, 2006AsAsPreviouslyPreviouslyStatedAdjustmentsAs RestatedStatedAdjustmentsAs RestatedRevenue$-$-$-$-$-$-Cost of goods sold------Gross profit----
	
	-Expenses:Depreciation48,087-48,087141-141Executive compensation77,140-77,14023,3542,453,7562,477,110General and administrative expenses
	(amounts
	exclude executive compensation shown above
	as a separate line item)464,054-464,054322,815-322,815Licenses and permits1,339-1,339---Research and Development
	373,530-373,530350,000-350,000Settlement expense
	-
	1,800,0001,800,000---Total expenses
	964,150
	1,800,000
	2,764,150
	696,310
	2,453,756
	3,150,066Operating Loss(964,150)(1,800,000)(2,764,150)(696,310)(2,453,756)(3,150,066)`Other income``Interest income`
	21,743-21,743---`Total other income`
	21,743
	-
	21,743
	-
	-
	-`Other expenses:``Interest expense`
	3,234-3,23421,606-21,606`Settlement expense`
	1,800,000(1,800,000)-
	---`Total other expenses`
	1,803,234
	(1,800,000)
	3,234
	21.606
	-
	21,606`Loss from operations before income taxes`
	(2,745,641)-(2,745,641)(717,916)(2,453,756)(3,171,672)`Provision for income taxes`
	-
	-
	-
	-
	-
	-


14





---

Ecotality, Inc

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Notes to Restated Financial Statements

(Unaudited)



Note 9 - Restatement of financial statements (Continued)



Statements of Operations for the three month periods ended March 31, 2007 and 2006



`(Loss) from continuing operations`
	(2,745,641)
	-
	(2,745,641)
	(717,916)
	
	(3,171,672)`Net (loss)`
	$(2,745,641)
	-
	$(2,745,641)
	$(717,916)
	`$(2,453,756)`
	$(3,171,672)`Weighted average number of``common shares outstanding - basic and fully
	diluted`
	110,006,566
	-
	110,006,566
	67,548,590
	
	67,548,590`Net (loss) per share - basic and fully diluted`
	$(0.02)
	$-
	$(0.02)
	$(0.01)
	
	$(0.01)






15





---

Ecotality, Inc

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Notes to Restated Financial Statements

(Unaudited)



Note 9 - Restatement of financial statements (Continued)



Statements of Operations for period from April 21, 1999 (Inception) to March 31, 2007



April 21, 1999 (Inception) toMarch 31, 2007AsPreviouslyStated
	Adjustments
	As RestatedRevenue$851
	$-
	$851Cost of goods sold506-506Gross profit345
	-
	345Expenses:Depreciation69,174
	-
	69,174Executive compensation418,3902,393,7562,812,146General and administrative expenses (amounts
	exclude executive compensation shown above
	as a separate line item)2,474,186
	-
	2,474,186Licenses and permits8,223,911-8,223,911Research and Development1,461,634
	-
	1,461,634Settlement expense--1,800,000Total expenses
	12,647,295
	
	4,253,756
	
	16,901,051Operating Loss(12,646,950)
	(4,253,756)
	(16,900,706)Other incomeInterest income36,650
	-
	36,650Total other income
	36,650
	
	-
	
	36,650Other expenses:Interest expense460,030
	-
	460,030Settlement expense1,800,000--Total other expenses
	2,260,030
	
	(1,800,000)
	
	460,030Loss from operations before income taxes(14,870,330)
	(2,453,756)
	(17,324,086)Provision for income taxes-
	-
	-(Loss) from continuing operations
	(14,870,330)
	
	(2,453,756)
	
	(17,324,086)Net (loss)$(14,870,330)
	$(2,453,756)
	$(17,324,086)




16





---

Ecotality, Inc

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Notes to Restated Financial Statements

(Unaudited)



Note 9 - Restatement of financial statements (Continued)



Statements of Cash Flows for the three months ended March 31, 2006 and for the period from April 21, 1999 (Inception) to March 31, 2007



For the three months endedApril 21, 1999 (Inception) toMarch 31, 2007
	March 31, 2007As
	AsPreviously
	PreviouslyStatedAdjustmentsAs RestatedStatedAdjustmentsAs RestatedCash flows from operating activitiesNet (loss)$(717,916)(2,453,756)$(3,171,672)$(14,870,330)(2,453,756)$(17,324,086)Adjustments to reconcile net (loss) toNet cash (used) by operating activities:Stock compensation
	- related party21,2502,453,7562,475,00621,2502,453,7562,475,006Shares issued for services--1,0001,000Shares issued for licenses-
	-8,217,391
	8,217,391Shares issued for settlement--1,200,0001,200,000Depreciation141
	14169,174
	69,174Warrants issued with notes payable2626382,656382,656Stock split adjustments-
	-38,412
	38,412Changes in operating assets and liabilities:(Increase) decrease in inventory2,453
	2,453-
	-(Increase) in Certificate of Deposit--(36,510)(36,510)(Increase) in prepaid expenses(95,400)
	(95,400)(83,341)
	(83,341)Increase in accounts payable3,5003,500506,968506,968Increase in accrued interest4,192
	4,192-
	-Increase in payroll liabilities8,0758,07513,58513,585Net cash (used) by operating activities
	(773,679)
	
	(773,679)
	(4,539,745)
	
	(4,539,745)Cash flows from investing activitiesPurchase of fixed assets-
	-(1,409,918)
	(1,409,918)Purchase of Certificate of Deposit--(2,000,000)(2,000,000)Net cash (used) by investing activities
	-
	
	-
	(3,409,918)
	
	(3,409,918)Cash flows from financing activitiesMortgage payable-
	-287,500
	287,500Proceeds from notes payable750,000750,0001,425,0001,425,000Repayments of notes payable-
	-(1,425,000)
	(1,425,000)Issuance of common stock375,000375,00010,786,93410,786,934Net cash provided by financing activities
	1,125,000
	
	1,125,000
	11,074,434
	
	11,074,434Net (decrease) increase in cash351,321
	351,3213,124,771
	3,124,771Cash - beginning5,8785,878--Cash - ending
	$357,199
	
	$357,199
	$3,124,771
	
	$3,124,771


17





---

Ecotality, Inc

(formerly Alchemy Enterprises, Ltd.)

(a Development Stage Company)

Notes to Restated Financial Statements

(Unaudited)



Note 9 - Restatement of financial statements (Continued)



Statements of Cash Flows for the three months ended March 31, 2006 and for the period from April 21, 1999 (Inception) to March 31, 2007



Supplemental disclosures;Interest paid$15,000
	$15,000$62,374
	$62,374Income taxes paid
	$-
	
	$-
	$-
	
	$-Non-cash transactions:Shares issued for services executive compensation$21,2502,723,756$2,745,006$21,2502,723,756$2,745,006Number of shares issued for executive compensation
	7,500,018
	
	7,500,018
	7,500,018
	
	7,500,018Share issued for services$-
	$-$1,000
	$1,000Number of shares issued for services
	-
	
	-
	35,294,200
	
	35,294,200Share issued for licenses$-
	$-$8,217,391
	$8,217,391Number of shares issued for licenses
	-
	
	-
	5,869,565
	
	5,869,565Share issued for financing costs$-
	$-$382,656
	$382,656Number of shares issued for financing costs
	-
	
	-
	2,971,429
	
	2,971,429Shares issued for settlement$-
	$-$1,200,000
	$1,200,000Number of shares issued for settlement
	-
	
	-
	1,500,000
	
	1,500,000




Note 10 - Subsequent Events



On June 11, 2007, we signed an agreement to purchase the assets of the FuelCellStore.com, a small web based seller of educational fuel cell products. The FuelCellStore.com product line includes demonstration kits, educational materials, fuel cell systems and component parts.  It also offers consulting services on establishing educational programs for all levels of educational institutions.  The company is significantly smaller than we are and will not in our judgement require us to provide audited financial statements if we complete the purchase of it.  We intend to operate FuelCellStore.com through our recently incorporated wholly-owned subsidiary, Ecotality Stores, Inc.



We agreed to buy the assets of the FuelCellStore.com for $350,000 in cash and to issue 300,000 shares of our common stock upon closing of the transaction which currently is in process.  We have identified $179,775 in merchandisable inventory through a physical count, $8,600 in fixed assets including furniture, fixtures and equipment using estimated liquidation values as the basis for establishing depreciation schedules going forward, and approximately $23,500 in current accounts receivable.  These amounts are preliminary and subject to change until the final closing documents are signed.  The difference between the assets identified above and the selling price will be allocated to goodwill.  In consultation with our independent accountant we believe the goodwill will be deemed to be impared and written off.





18





---

Changes in and Disagreements with Accountants



On January 25, 2007, our Audit Committee approved the dismissal of Beckstead and Watts, LLP as our principal certifying accountants.  None of the reports of Beckstead and Watts, LLP on our financial statements contained any adverse opinion or disclaimer of opinion, or was qualified or modified as to uncertainty, audit scope or accounting principles, except as follows: Beckstead and Watts, LLP's report on our financial statements as of and for the years ended December 31, 2005 and 2004.



During the Registrant's two most recent fiscal years and during any subsequent interim periods preceding the date of termination, there were no disagreements with Beckstead and Watts, LLP on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreement(s), if not resolved to Beckstead and Watts, LLP's satisfaction, would have caused them to refer to the subject matter of the disagreement(s) in connection with their report; and there were no "reportable events" as defined in Item 304 (a)(1)(v) of the Securities and Exchange Commission's Regulation S-K.



On January 25, 2007, the Registrant engaged Weaver & Martin, CPAs, 411 Valentine, Suite 300, Kansas City, Missouri 64111, as its independent registered public accounting firm commencing January 25, 2007, for the fiscal year ended December 31, 2006.  During the most recent two fiscal years through January 25, 2007 (the date of engagement), neither the Registrant nor anyone engaged on its behalf has consulted with Weaver & Martin, CPAs regarding: (i) either the application of accounting principles to a specified transaction, either completed or proposed; or the type of audit opinion that might be rendered on the Registrant's financial statements; or (ii) any matter that was either the subject of a disagreement (as defined in Item 304(a)(1)(v) of Regulation S-K).



A Form 8-K has been filed with the Commission regarding this matter.







19





---

Management's Discussion and Plan of Operation



Forward-Looking Statements



This Quarterly Report contains forward-looking statements about our business, financial condition and prospects that reflect management's assumptions and beliefs based on information currently available.  We can give no assurance that the expectations indicated by such forward-looking statements will be realized.  If any of our management's assumptions should prove incorrect, or if any of the risks and uncertainties underlying such expectations should materialize, Alchemy's actual results may differ materially from those indicated by the forward-looking statements.



The key factors that are not within our control and that may have a direct bearing on operating results include, but are not limited to, acceptance of our services, our ability to expand our customer base, managements' ability to raise capital in the future, the retention of key employees and changes in the regulation of our industry.



There may be other risks and circumstances that management may be unable to predict.  When used in this Quarterly Report, words such as,  "believes,"  "expects," "intends,"  "plans,"  "anticipates,"  "estimates"and similar expressions are intended to identify forward-looking statements, although there may be certain forward-looking statements not accompanied by such expressions.



Overview



We were incorporated in the State of Nevada on
April 21, 1999, as a marketer of private-label biodegradable cleaning chemicals.
 On February 15, 2006, we entered into and closed a Technology Contribution
Agreement with Howard Foote and Elliot Winfield ("Transferors"), pursuant to
which we acquired all of Transferors' right, title and interest in and to a
certain electric power cell ("EPC") technology to be used in connection with the
development of an improved electric battery represented by a U.S. Patent Office
patent application (the "Technology").  As a result of the Technology
Contribution Agreement, our board of directors made a decision to change our
business focus from marketing chemical products toward developing the EPC
technology.



We are a development stage company seeking to
design and license a cost efficient electric power cell for use in motorized
vehicles and industrial equipment.  A power or fuel cell is an electrochemical
device that combines hydrogen and oxygen to produce electric power without
combustion.  We have entered into a development agreement with JPL to develop,
build and patent a prototype 100 kilowatts electric power cell.  We also have
entered into a license agreement for certain exclusive patent rights and
non-exclusive technology rights from CalTech, which is the operator of JPL and
assignee of its patent and technology rights.



Under our agreement with JPL, we have hired it to
engineer a magnesium-based system that produces a hybrid power source creating
hydrogen fuel and electricity on demand, for which we expect to pay JPL a total
of $1,350,000.  We believe that available hydrogen fuel cell technology methods
are bulky, unreliable, expensive or energy inefficient.  We are seeking to build
and improve upon existing hydrogen fuel cell technologies and combine it with
our system to achieve safe, clean and reusable power.  A cost efficient EPC and
storage system may make future electric propulsion devices as practical as the
current generation of gasoline-powered systems.  If we are successful in
commercially developing our EPC, we intend to sublicense the technology under
our exclusive license agreement with CalTech for a broad range of applications
including various types of motorized vehicles and industrial equipment.  We hope
to derive revenue from technology sublicense fees, fuel licensing fees and fees
for the design and technical support of refueling stations and royalty fees.



On February 15, 2007, we entered into a Settlement
Agreement with Howard Foote, Elliott Winfield and Universal Power Vehicles
Corporation to settle and resolve all known disputes and uncertainties between
them related to all agreements and contracts entered in heretofore concerning
the fuel cell intellectual property and technology.  In accordance with the
Settlement, the Parties confirm the assignment, transfer and conveyance of all
right, title and interest in and to the electric power cell and reactor
technology being developed by us.  In consideration, we paid to the Parties cash
in the amount of $600,000.  Additionally, the Parties received 1,500,000 shares
of our common stock.



20





---



In connection with the Settlement, an officer and director of Ecotality entered into an escrow agreement with the Parties, which cancels and supersedes separate prior escrow agreements entered into with each of Foote and Winfield, individually, on February 15, 2006.  The 2006 Escrow provided for the potential issuance of an aggregate of 40,000,082 shares of our common stock to the Parties, upon the achievement of certain performance standards, as set forth in said 2006 Escrow.  The 2007 Escrow provides for: (1) the immediate release of 1,500,000 shares of our common stock held per the 2006 Escrow to the Parties; (2) the immediate release from escrow and return to Harold Sciotto of 32,500,000 shares of our common stock; and (3) the immediate release to Ecotality of 6,000,000 shares of our common stock from escrow for cancellation.



On March 19, 2007, we received a memorandum from the National Aeronautics and Space Administration's Jet Propulsion Laboratory reporting that significant performance advancements have been made with regard to the HydratusTM, an on-demand hydrogen storage and delivery system fueled by magnesium and water, JPL has been developing on our behalf.  In summary, the JPL memo states that, in laboratory tests of the modified HydratusTM, the following has occurred:



1.

Hydrogen-fuel storage capacity, by weight for the entire system, has increased from 4.7% to between 8% and 9%, depending on operating mode, allowing the modified HydratusTM to meet the Department of Energy's 2010 goal of 6% hydrogen storage capacity.



2.

A drop in operating temperature of the modified HydratusTM of 300-400 degrees Centigrade will allow the use of less expensive materials in system construction.



3.

The amount of heat generated by the modified HydratusTM has decreased significantly by approximately 80% is expected to result in reduced system complexity, in terms of cost and size.  Additionally, because less energy is generated, and subsequently wasted during operation, the regeneration efficiency of the reaction products is increased by approximately 400%.



As a result of the technical, performance and cost advancements, JPL has recommended all future research and development efforts be shifted to focus on the modified HydratusTM and all associated systems and processes.  JPL and Ecotality have agreed to develop and test a 7kW prototype, which JPL believes is suitable to power various commercial applications, as well as can be scaled for future systems.  Additionally, JPL and Ecotality plan to design and test a full-size 65kW HydratusTM suitable for application in a bus.  We believe the modified 65kW HydratusTM will be implemented in a proof of concept vehicle in the second half of 2007.



Management's Discussion



Operating Expenses

Total expenses for the three month period ended March 31, 2007 were $2,764,150.  Approximately 13% of these expenses were research and development costs related to engineering work performed for us by the Jet Propulsion Laboratories and other firms supporting our project. In addition to the research and development costs for the three months ended March 31, 2007, we incurred $464,056 in general and administrative expenses, of which $119,475 can be attributed to legal, and professional fees related to registration of our common stock, the settlement with Foote and Winfield, and public entity accounting and reporting requirements. In addition, we incurred $77,140 in executive compensation and $48,087 in depreciation. During the quarter ended March 31, 2007, we entered into a Settlement Agreement, pursuant to which a total of $1,800,000 has been recognized as an operating expense

In comparison, total expenses during the three month period ended March 31, 2006 were $3,150,066.  A material component of total expenses during this period was attributable to $350,000 in research and development costs specifically related to the power cell technology acquired under the Technology Contribution Agreement. In addition to research and development expenses, for the three months ended March 31, 2006 we also incurred $322,815 in general and administrative expenses, $2,477,110 in executive compensation and $141 in depreciation.

21





---

We continued to not realize operating revenues during the three month period ended March 31, 2007 and our operating loss for the period was $2,764,150 while our operating loss from inception to March 31, 2007 was $14,136,556.  We expect to continue to incur ongoing operating losses for the foreseeable future, because the Technology acquired in the Technology Contribution Agreement is still in the research and development stage as indicated above.  As a result, we do not currently have any revenue generating potential and will not until we are able to effectively demonstrate the commercial ability of our Technology, of which there can be no assurance.



In comparison, our operating loss for the period ended March 31, 2006 was $3,150,066.



For the three months ended March 31, 2007, we realized total other income of $21,743, consisting solely of interest income.  We also incurred interest expense in the amount of $3,234 during the three months ended March 31, 2007 compared to the $21,606 incurred for the three months ended March 31, 2006.   After taking other income and expenses into account, our loss from continuing operations was $2,745,641 during the three months ended March 31, 2007 and $3,171,672 for the three months ended March 31, 2006.



During the three months ended March 31, 2007 we acquired fixed assets including an office facility at a purchase price of $575,000, additional computer equipment for $15,171 and made enhancements to our hydrogen powered bus for $20,848.



Liquidity and Capital Resources



The availability of capital resources is a limiting factor to our continuing research and development efforts as a renewable energy company.



On April 10, 2006, we entered into a letter of intent with Brookstreet Capital, an investment banking firm, to act as a placement agent in connection with a private placement of our unregistered common stock, pursuant to Regulation D, Rule 506, offered solely to accredited investors.  The private placement was conducted on a best efforts basis and there was no assurance that any or all of the securities offered thereby would be sold.  As of October 31, 2006, we sold 34,499,920 shares of our $0.001 par value common stock.  The aggregate gross proceeds received in this private placement was $12,074,935.
Total offering costs related to this issuance was $9,352,713, of which
$1,714,501 was paid in cash and $7,638,212 of which was the fair market value of
warrants to purchase shares of our common stock issued to the placement agent.



The warrants issued in conjunction with the private placement will generate approximately $2,414,994 in cash should all 6,899,982 warrants be exercised at $.35 per share.



The proceeds generated from the private placement should allow us to continue our EPC research and development program per our overall business plan.  However, there can be no assurance that these capital resources will result in profitable operations through the sale of commercial products and licenses.



Management's Plan of Operation



As described in Liquidity and Capital Resources, above, we raised gross proceeds of $12,074,935 in a private placement.  The warrants underlying the common shares issued in connection with this private placement may generate up to an additional $2,414,888 in capital over the next four (4) years beginning fiscal year 2007.  As of January 1, 2007 we had available to us approximately $7,062,735 to meet our operating requirements.  In planning for fiscal year 2007, to achieve our research and development goals we developed an overall operating budget of $3,650,000, including $2,100,000 for research and development projects.  In addition, we identified the following other major costs: (1) $717,000 for officer ($400,000) and employee ($317,000) compensation, (2) $425,000 for advertising, marketing, website and new media operations, and (3) $260,000 for professional and legal fees.  These identified categories and costs are generally consistent with our expenses incurred during the year ended December 31, 2006 and remain consistent with the three months ended March 31, 2007.  We do not anticipate the purchase or sale of any major capital equipment, nor do we anticipate adding a significant number of employees.  The compensation amounts indicated above for both officers and employees do not reflect any stock options or grants that may be awarded during the course of the year in accordance with our Stock Incentive Plan.



Our efforts during fiscal year 2007 will be directed at achieving our research and development objectives, and represent at least 60% of our operating plan.  While we have established a budget for how we will spend our research and development funds, we may have to spend more dollars than planned.  However, given available funds and our plan for fiscal 2007, we anticipate that we have adequate capital resources complete our objectives for the year.

22





---



Working Capital



Net working capital is an important measure of our ability to finance our operations.  Given that our net working capital at December 31, 2006 was positive and continues to remain positive through the three months ended March 31, 2007, and that our private placement efforts have been successful to date, we believe we have adequate working capital to maintain our research and development efforts during 2007 as a minimum.  We may need to obtain additional financing prior to having profitable commercial operations.

We do not have any off-balance sheet arrangements.

We currently do not own any significant plant or equipment that we would seek to sell in the near future.

We do not anticipate the need to hire additional full- or part- time employees over the next 12 months.  We plan to outsource the research and development and production of our products.

We do not manufacture any products.  There are no expected purchases of plant or significant equipment.



Controls and Procedures



We have established a set of disclosure controls and procedures designed to ensure that information required to be disclosed by us in our reports filed under the Securities Exchange Act, is recorded, processed, summarized and reported within the time periods specified by the SEC's rules and forms.  Disclosure controls have also designed with the objective of ensuring that this information is accumulated and communicated to our management, including our chief executive officer and chief financial officer, as appropriate, to allow timely decisions regarding required disclosure. We believe that our disclosure controls and procedures are
effective for the gathering, analyzing and disclosing the information we are required to disclose in the reports we file under the Securities Exchange Act of 1934, within the time periods specified in the SEC's rules and forms.



We do not expect that our disclosure controls or internal controls over financial reporting will prevent all errors or all instances of fraud.  A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system's objectives will be met.  Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs.  Management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company have been detected.  These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake.  Because of the inherent limitation of a cost-effective control system, misstatements due to error or fraud may occur and not be detected.













23





---

PART II - OTHER INFORMATION



Legal Proceedings



No Director, officer, significant employee, or consultant of Ecotality, Inc. has been convicted in a criminal proceeding, exclusive of traffic violations.



No Director, officer, significant employee, or consultant of Ecotality, Inc. has been permanently or temporarily enjoined, barred, suspended, or otherwise limited from involvement in any type of business, securities or banking activities.



No Director, officer, significant employee or consultant of Ecotality, Inc. has been convicted of violating a federal or state securities or commodities law.



Ecotality, Inc. is not a party to any pending legal proceedings



Unregistered Sales of Equity Securities

On or about March 1, 2004, we commenced an offering of shares common stock in accordance with Regulation D, Rule 504 of the Securities Act, registered by qualification in the State of Nevada. On May 17, 2004, we completed the offering, whereby we sold 830,000 shares of common stock, par value, at a price of $0.05 per share to 30 investors, of which 29 are unaffiliated shareholders of record and one is our sole officer and director. The 30 non-affiliated, non-accredited shareholders hold 790,000 shares of our common stock. The one affiliated shareholder (Mr. Harold Sciotto) holds 40,000 shares of common stock. The offering was sold for $41,500 in cash. All investors were, at the time of purchase, residents of the State of Nevada.

This offering was made in reliance upon an exemption from the registration provisions of the Securities Act of 1933, as amended, in accordance with Regulation D, Rule 504 of the Act. In addition, this offering was underwritten on a best efforts basis. In regards to the offering closed in May 2004, listed below are the factual circumstances which support the availability of Rule 504:



| | 1. | At the time of the offering, we were not subject to the reporting requirements of section 13 or section 15(d) of the Exchange Act. Further, we are not now, nor were we at the time of the offering, considered to be an investment company. Finally, since inception, we have pursued a specific business plan, and continue to do so.
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 2. | We were issued a permit to sell securities by the State of Nevada, pursuant to our application for registration by qualification of offering of our common stock in that state. The application for registration by qualification was filed pursuant to the provisions of NRS 90.490, which requires the public filing and delivery to investors of a substantive disclosure document before sale. In May 2004, we completed an offering of shares of common stock pursuant to Regulation D, Rule 504 of the Securities Act of 1933, as amended, and the registration by qualification of said offering in the State of Nevada, whereby we sold 830,000 shares of our common stock to a total of 30 shareholders. One of these purchasers is our sole officer and director, although at the time of purchase, he was not. The entire offering was conducted exclusively in the State of Nevada, pursuant to the permit issued by the State of Nevada.
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | 3. | The aggregate offering price for the offering closed in May 2004 was $41,500, all of which was collected from the offering.
| | -- | ---------------------------------------------------------------------------------------------------------------------------



24





---



On June 12, 2006, we issued 5,869,565 shares of our common stock, with a fair market value of $1.40 per share, for an aggregate value of $8,217,391, to CalTech pursuant to a License Agreement.  As a result of the issuance, CalTech now holds approximately 8% of our issued and outstanding common stock.  At the time of the issuance, CalTech had fair access to and all available material information about our company was made available.  The shares bear a restrictive transfer legend.  The issuance of stock to CalTech was made in accordance with an exemption from registration contained in Section 4(2) of the Securities Act of 1933.



On July 7, 2006, we issued warrants to purchase shares of our common stock to two shareholders in conjunction with bridge loan agreements.  Each warrant holder was granted the right to purchase 550,000 shares of common stock for an aggregate purchase price of $781,000 or $1.42 a share.  The issuance of the stock purchase warrants was made in accordance with an exemption from registration contained in Section 4(2) of the Securities Act of 1933.



On August 3, 2006, we issued warrants to purchase shares our common stock to two shareholders in conjunction with bridge loan agreements.  Each warrant holder was granted the right to purchase 200,000 shares of common stock for an aggregate purchase price of $248,000 or $1.24 a share.  The issuance of the stock purchase warrants was made in accordance with an exemption from registration contained in Section 4(2) of the Securities Act of 1933.



On September 6, 2006, we issued warrants to purchase shares of our common stock to two shareholders in conjunction with bridge loan agreements.  Each warrant holder was granted the right to purchase 200,000 shares of common stock for an aggregate purchase price of $264,000 or $1.32 a share.  The issuance of the stock purchase warrants was made in accordance with an exemption from registration contained in Section 4(2) of the Securities Act of 1933.



In October 2006 we issued an aggregate of 34,499,920 shares of our common stock to a group of 277 accredited investors through Brookstreet Securities Corporation, as Placement Agent, at $0.35 per share pursuant to the exemption provided by Section 4(2) of the Act and Rule 506 of Regulation D promulgated thereunder.  The shares were offered solely to accredited investors, no form of general advertising was used, all investors took the shares as an investment and not with the``intent to distribute and all shares were issued with a restrictive legend thereon.  The total offering costs related to this issuance was
$9,352,713, of which $1,714,501 was paid in cash and $7,638,212 of which was the
fair market value of warrants to purchase shares of our common stock issued to
the placement agent.  As additional consideration for acting as our Placement Agent, we issued to Brookstreet warrants to acquire 6,899,982 shares of our common stock at $0.35 per share until October 27, 2011.  Since the close of the offering, the actual uses of the proceeds from the offering used for working capital, or for which at least five percent of the total proceeds has been used, were as follows:



ItemAmountUse of Net Proceeds:Development of EPC technology$       8,749Investor relations expenses146,675General and administrative expenses445,039Repayment of debt1,425,000Working capital437,898Total$2,463,361




The actual uses of proceeds described above for legal and professional fees and working capital were consistent with the anticipated uses of proceeds described in the Prospectus for the offering.



Submission of Matters to a Vote of Security Holders



None

25





---



Exhibits and Reports on Form 8-K



|Exhibit Number                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  | Name and/or Identification of Exhibit                                                                                
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------------
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                                                                                                      
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                                                                                                      
|2                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | Plan of Purchase, Sale, Reorganization, arrangement, liquidation or succession                                       
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | a.  Technology Contribution Agreement and Exhibits thereto (1)                                                       
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | b.  License Agreement with California Institute of Technology (2)                                                    
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                                                                                                      
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                                                                                                      
|3                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               | Articles of Incorporation & By-Laws                                                                                  
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | a.  Articles of Incorporation filed on April 21, 1999 (3)                                                            
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | b.  Amendment to Articles of Incorporation filed on November 27, 2006                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | c.  Amendment to Articles of Incorporation filed on November 27, 2006                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | d.  Amendment to Articles of Incorporation filed on November 27, 2006 (4)                                            
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | e.  Restated Bylaws (5)                                                                                              
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | Material Contracts
`a.   Purchase Order with Hydrogenics Corporation
 
       b.    Settlement Agreement and Release`
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                                                                                                      
|16                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | Letter on change in certifying accountant                                                                            
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                                                                                                      
|31*                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | Rule 13a-14(a)/15d-14(a) Certification                                                                               
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                                                                                                      
|32*                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             | Certification under Section 906 of the Sarbanes-Oxley Act (18 U S C Section 1350)                                    
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                                                                                                      
|99                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              | Additional Exhibits                                                                                                  
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | a.    Escrow Agreement                                                                                               
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                | b.    Letter from NASA/Jet Propulsion Laboratories                                                                   
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Notes:
`1.  Incorporated by reference herein to the Form 8-K, previously filed with the SEC on February 21, 2006.
2.  Incorporated by reference herein to the Form 8-K, previously filed with the SEC on July 12, 2006.
3.  Incorporated by reference to the Registration Statement on Form 10SB12G, as amended, previously filed with the SEC on March 3, 2005.
4.  Incorporated by reference herein to the Form 8-K, previously filed with the SEC on December 4, 2006.
5.  Incorporated by reference herein to the Form SB-2, previously filed with the SEC on February 12, 2007.
6.  Incorporated by reference herein to the Form 8-K, previously filed with the SEC on February 21, 2007.
7.  Incorporated by reference herein to the Form 8-K, previously filed with the SEC on January 30, 2007.
8.  Incorporated by reference herein to the Form 8-K, previously filed with the SEC on March 27, 2007.`
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                                                                                                      
|Date of 8-K                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | Items Disclosed on Form 8-K                                                                                          
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                                                                                                      
|January 30                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      | Items 4.01, and  9.01                                                                                                
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                                                                                                      
|February 21                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | Items 1.01, 1.02, 5.02 and 9.01                                                                                      
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |                                                                                                                      
|March 27                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        | Items 7.01 and 9.01                                                                                                  





26





---

SIGNATURES





In accordance with the Exchange Actof 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.





ECOTALITY, INC.





SignatureTitleDate/s/ Jonathan R. ReadChief Executive Officer,July 11, 2007Jonathan R. ReadPresident and Director/s/ Harold W. SciottoSecretary, Treasurer`July 11, 2007`Harold W. Sciottoand Director/s/ Barry S. BaerChief Financial Officer`July 11, 2007`Barry S. BaerPrincipal Accounting Officer/s/ Jerry Y. S. LinDirector`July 11, 2007`
















27