----

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| Utah                                                            | 87-0543981                              |
|-----------------------------------------------------------------|-----------------------------------------|
| (State or other jurisdiction of incorporation or organization ) | (I.R.S. Employer Identification Number) |

| Large accelerated filer [  ]                                             | Accelerated filer [  ] |
|------------------------------------------------------------------------------------|----------------------------------|
| Non-accelerated filer [  ] (Do not check if a smaller reporting company) | Smaller reporting company [X]    |

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|                                                                |                                                                                        | Page   |
|---------------------------------------------------------------------|---------------------------------------------------------------------------------------------|--------|
|                                                                |                                                                                        |   |
| PART I. FINANCIAL INFORMATION                                       |
|                                                                |                                                                                        |   |
| Item 1                                                              | Financial Statements                                                                        |   |
|                                                                | Condensed Consolidated Balance Sheets (Unaudited)                                           | 3      |
|                                                                | Condensed Consolidated Statements of Operations (Unaudited)                                 | 5      |
|                                                                | Condensed Consolidated Statements of Cash Flows (Unaudited)                                 | 6      |
|                                                                | Notes to Condensed Consolidated Financial Statements (Unaudited)                            | 8      |
| Item 2                                                              | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 27     |
| Item 3                                                              | Quantitative and Qualitative Disclosures About Market Risk                                  | 30     |
| Item 4                                                              | Controls and Procedures                                                                     | 31     |
|  PART II.     OTHER INFORMATION  |
| Item 1                                                              | Legal Proceedings                                                                           | 32     |
| Item 2                                                              | Unregistered Sales of Equity Securities and Use of Proceeds  .                    | 32     |
| Item 5                                                              | Other Information                                                                           | 33     |
| Item 6                                                              | Exhibits.                                                                                   | 33     |
|                                                                |                                                                                        |   |
|                                                                |                                                                                        |   |
| Signatures                                                          | 37                                                                                          |

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|                                                                                                          |   |               |       |   |              |   |
|---------------------------------------------------------------------------------------------------------------|--------|--------------------|------------|--------|-------------------|--------|
|                                                                                                          |   | June 30, 2010 |       |   | September 30,2009 |   |
| Assets                                                                                                        |   |               |       |   |              |   |
| Current assets:                                                                                               |   |               |       |   |              |   |
| Cash                                                                                                          |   | $                  | 1,879,955  |   |              | $      | 602,321 |   |
| Accounts receivable, net of allowance for doubtful accounts of  $299,100 and $266,000, respectively |   |               | 1,451,165  |   |              |   | 1,441,648 |   |
| Inventory, net of reserve of $124,725 and $83,092, respectively                                               |   |               | 351,072    |   |              |   | 603,329 |   |
| Prepaid expenses and other                                                                                    |   |               | 386,551    |   |              |   | 275,390 |   |
| Total current assets                                                                                          |   |               | 4,068,743  |   |              |   | 2,922,688 |   |
| Property and equipment, net of accumulated depreciation of $2,208,208 and $2,525,180, respectively            |   |               | 1,343,915  |   |              |   | 1,313,306 |   |
| Monitoring equipment, net of accumulated depreciation of $3,200,324 and $2,944,197, respectively              |   |               | 2,231,961  |   |              |   | 1,316,493 |   |
| Goodwill                                                                                                      |   |               | 4,178,456  |   |              |   | 2,468,081 |   |
| Intangible assets, net of amortization of $234,672 and $126,655, respectively                                 |   |               | 438,329    |   |              |   | 496,346 |   |
| Other assets                                                                                                  |   |               | 82,618     |   |              |   | 76,675 |   |
| Total assets                                                                                                  |   | $                  | 12,344,022 |   |              | $      | 8,593,589 |   |

----

|                                                                                                                                                                                       |   | June 30, 2010 |         |   | September 30,2009 |   |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|--------------------|--------------|--------|-------------------|--------|
| Liabilities and Stockholders’ Equity (Deficit)                                                                                                                                       |   |               |         |   |              |   |
| Current liabilities:                                                                                                                                                                       |   |               |         |   |              |   |
| Bank line of credit                                                                                                                                                                        |   | $                  | 1,000,000    |   |              | $      | 252,600 |   |
| Accounts payable                                                                                                                                                                           |   |               | 2,431,785    |   |              |   | 2,339,786 |   |
| Accrued liabilities                                                                                                                                                                        |   |               | 1,497,126    |   |              |   | 3,506,680 |   |
| Dividends payable                                                                                                                                                                          |   |               | 579,892      |   |              |   | - |   |
| Deferred revenue                                                                                                                                                                           |   |               | 30,941       |   |              |   | 56,858 |   |
| Settlement liability                                                                                                                                                                       |   |               | 975,000      |   |              |   | - |   |
| SecureAlert Monitoring Series A Preferred stock redemption obligation                                                                                                                      |   |               | 148,995      |   |              |   |  3,148,943 |   |
| Current portion of related-party line of credit and notes                                                                                                                                  |   |               | 200,000      |   |              |   | 1,576,022 |   |
| Promissory notes payable, net of debt discount of $0 and $41,556, respectively                                                                                                             |   |               | -            |   |              |   | 2,008,444 |   |
| Senior secured note payable, net of debt discount of $0 and $529,109, respectively                                                                                                         |   |               | 150,000      |   |              |   | 2,890,522 |   |
| Current portion of Series A 15% debentures, net of debt discount of $0 and $1,272,189, respectively                                                                                        |   |               | -            |   |              |   | 2,127,811 |   |
| Derivative liability                                                                                                                                                                       |   |               | -            |   |              |   | 1,219,426 |   |
| Current portion of long-term debt                                                                                                                                                          |   |               | 886,424      |   |              |   | 272,493 |   |
| Total current liabilities                                                                                                                                                                  |   |               | 7,900,163    |   |              |   | 19,399,585 |   |
| Series A 15% debentures, net of debt discount of $0 and $549,531, respectively, net of current portion                                                                                     |   |               | -            |   |              |   | 557,219 |   |
| Long-term related party line of credit and notes, net of current portion                                                                                                                   |   |               | 55,245       |   |              |   | - |   |
| Long-term debt, net of current portion, net of debt discount of $0 and $525,665, respectively                                                                                              |   |               | 519,284      |   |              |   | 1,009,606 |   |
| Total liabilities                                                                                                                                                                          |   |               | 8,474,692    |   |              |   | 20,966,410 |   |
|                                                                                                                                                                                       |   |               |         |   |              |   |   |   |
| Stockholders’ equity (deficit):                                                                                                                                                      |   |               |         |   |              |   |   |   |
| SecureAlert, Inc. stockholders’ equity (deficit):                                                                                                                                    |   |               |         |   |              |   |   |   |
| Preferred stock:                                                                                                                                                                           |   |               |         |   |              |   |   |   |
| Series D 8% dividend, convertible, voting, $0.0001 par value: 50,000 shares designated; 37,851 and zero shares outstanding, respectively (aggregate liquidation preference of $28,857,253) |   |               |   4     |   |              |   |   - |   |
| Common stock,  $0.0001 par value: 600,000,000 shares authorized; 238,748,663 and 210,365,988 shares outstanding, respectively                                                    |   |               | 23,875       |   |              |   | 21,037 |   |
| Additional paid-in capital                                                                                                                                                                 |   |               | 221,235,284  |   |              |   | 194,659,044 |   |
| Subscription receivable                                                                                                                                                                    |   |               | (50,000      | )      |              |   | - |   |
| Deferred compensation                                                                                                                                                                      |   |               | (1,092,943   | )      |              |   | (1,287,406 | ) |
| Accumulated deficit                                                                                                                                                                        |   |               | (216,075,643 | )      |              |   | (205,765,496 | ) |
| Total SecureAlert, Inc. stockholders’ equity (deficit)                                                                                                                               |   |               | 4,040,577    |   |              |   | (12,372,821 | ) |
| Non-controlling interest                                                                                                                                                                   |   |               | (171,247     | )      |              |   | - |   |
| Total equity (deficit)                                                                                                                                                                     |   |               | 3,869,330    |   |              |   | (12,372,821 | ) |
| Total liabilities and stockholders’ equity (deficit)                                                                                                                                 |   | $                  | 12,344,022   |   |              | $      | 8,593,589 |   |

----

|                                                                                                                                                                           |   | Three months endedJune 30, |        |   | Nine months endedJune 30, |   |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|----------------------------|-------------|--------|---------------------------|--------|
|                                                                                                                                                                           |   | 2010                       |        |   | 2009                      |   |   | 2010 |   |   | 2009 |   |
| Revenues:                                                                                                                                                                      |   |                       |        |   |                      |   |   |   |   |   |   |   |
| Products                                                                                                                                                                       |   | $                          | 86,384      |   |                      | $      | 75,451 |   |   | $ | 225,380 |   |   | $ | 493,595 |   |
| Monitoring services                                                                                                                                                            |   |                       | 2,992,842   |   |                      |   | 3,133,518 |   |   |   | 9,056,757 |   |   |   | 8,985,386 |   |
| Total revenues                                                                                                                                                                 |   |                       | 3,079,226   |   |                      |   | 3,208,969 |   |   |   | 9,282,137 |   |   |   | 9,478,981 |   |
| Cost of revenues:                                                                                                                                                              |   |                       |        |   |                      |   |   |   |   |   |   |   |   |   |   |   |
| Products                                                                                                                                                                       |   |                       | 5,088       |   |                      |   | 28,891 |   |   |   | 27,140 |   |   |   | 246,310 |   |
| Monitoring services                                                                                                                                                            |   |                       | 1,710,373   |   |                      |   | 2,391,935 |   |   |   | 5,348,448 |   |   |   | 8,049,230 |   |
| Total cost of revenues                                                                                                                                                         |   |                       | 1,715,461   |   |                      |   | 2,420,826 |   |   |   | 5,375,588 |   |   |   | 8,295,540 |   |
| Gross profit                                                                                                                                                                   |   |                       | 1,363,765   |   |                      |   | 788,143 |   |   |   | 3,906,549 |   |   |   | 1,183,441 |   |
| Operating expenses:                                                                                                                                                       |   |                       |        |   |                      |   |   |   |   |   |   |   |   |   |   |   |
| Selling, general and administrative (including $120,174, $281,604, $1,068,352 and $2,355,600, respectively, of compensation expense paid in stock or stock options / warrants) |   |                       | 2,703,819   |   |                      |   | 3,178,333 |   |   |   | 8,931,801 |   |   |   | 11,078,059 |   |
| Settlement expense                                                                                                                                                             |   |                       | -           |   |                      |   | 23,046 |   |   |   | 1,150,000 |   |   |   | 23,046 |   |
| Research and development                                                                                                                                                       |   |                       | 490,258     |   |                      |   | 431,201 |   |   |   | 1,161,539 |   |   |   | 1,277,102 |   |
| Impairment of goodwill                                                                                                                                                         |   |                       | -           |   |                      |   | - |   |   |   | 204,735 |   |   |   | - |   |
| Loss from operations                                                                                                                                                           |   |                       | (1,830,312  | )      |                      |   | (2,844,437 | ) |   |   | (7,541,526 | ) |   |   | (11,194,766 | ) |
| Other income (expense):                                                                                                                                                        |   |                       |        |   |                      |   |   |   |   |   |   |   |   |   |   |   |
| Currency exchange rate loss                                                                                                                                                    |   |                       | (672        | )      |                      |   | - |   |   |   | (8,756 | ) |   |   | - |   |
| Loss on disposal of equipment                                                                                                                                                  |   |                       | -           |   |                      |   | - |   |   |   | (8,713 | ) |   |   | - |   |
| Redemption of SecureAlert Monitoring Series A Preferred                                                                                                                        |   |                       | 4,431       |   |                      |   | 24,060 |   |   |   | (21,263 | ) |   |   | 20,449 |   |
| Interest income                                                                                                                                                                |   |                       | 86          |   |                      |   | 8,215 |   |   |   | 13,227 |   |   |   | 11,658 |   |
| Interest expense (including $88,247, $1,099,707, $3,006,297, $1,929,306, respectively, of interest expense paid in stock)                                                      |   |                       | (229,582    | )      |                      |   | (1,255,103 | ) |   |   | (3,840,232 | ) |   |   | (2,790,006 | ) |
| Acquisition option extension cost                                                                                                                                              |   |                       | -           |   |                      |   | (147,566 | ) |   |   | - |   |   |   | (347,066 | ) |
| Derivative valuation gain (loss)                                                                                                                                               |   |                       | -           |   |                      |   | (1,014,045 | ) |   |   | 200,534 |   |   |   | (1,014,045 | ) |
| Other income, net                                                                                                                                                              |   |                       | 1,811       |   |                      |   | 196,568 |   |   |   | 121,855 |   |   |   | 1,276,319 |   |
| Net loss                                                                                                                                                                       |   |                       | (2,054,238  | )      |                      |   | (5,032,308 | ) |   |   | (11,084,874 | ) |   |   | (14,037,457 | ) |
|    Net loss attributable to non-controlling       interest                                                                   |   |                       | 12,645      |   |                      |   | - |   |   |   | 121,741 |   |   |   | - |   |
| Net loss attributable to SecureAlert, Inc.                                                                                                                                     |   |                       | (2,041,593  | )      |                      |   | (5,032,308 | ) |   |   | (10,963,133 | ) |   |   | (14,037,457 | ) |
| Dividends on Series A and D Preferred stock                                                                                                                                    |   |                       | (579,892    | )      |                      |   | - |   |   |   | (939,371 | ) |   |   | (175 | ) |
| Net loss attributable to SecureAlert, Inc. common stockholders                                                                                                                 |   | $                          | (2,621,485  | )      |                      | $      | (5,032,308 | ) |   | $ | (11,902,504 | ) |   | $ | (14,037,632 | ) |
| Net loss per common share, basic and diluted                                                                                                                                   |   | $                          | (0.01       | )      |                      | $      | (0.03 | ) |   | $ | (0.06 | ) |   | $ | (0.08 | ) |
| Weighted average common shares outstanding, basic and diluted                                                                                                                  |   |                       | 222,468,000 |   |                      |   | 191,962,000 |   |   |   | 215,230,000 |   |   |   | 173,137,000 |   |

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|                                                                                                                                                                                                        |   | Nine Months EndedJune 30, |        |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|---------------------------|-------------|
|                                                                                                                                                                                                        |   | 2010                      |        |   | 2009 |   |
| Cash flows from operating activities:                                                                                                                                                                       |   |                      |        |   |   |   |
|     Net loss                                                                                                                                                                            |   | $                         | (11,084,874 | ) |   | $ | (14,037,457 | ) |
|     Adjustments to reconcile net loss to net cash used in operating activities:                                                                                                         |   |                      |        |   |   |   |   |   |
|              Depreciation and amortization                                                                                                 |   |                      | 1,061,652   |   |   |   | 1,676,541 |   |
|              Common stock issued for services                                                                                              |   |                      | 27,500      |   |   |   | 668,874 |   |
|              Amortization of deferred financing and consulting costs                                                                       |   |                      | 541,860     |   |   |   | 1,497,936 |   |
|              Non-cash compensation related to re-pricing of stock options                                                                  |   |                      | 498,992     |   |   |   | 345,838 |   |
|              Common stock issued for acquisition option extension cost                                                                     |   |                      | -           |   |   |   | 19,500 |   |
|              Amortization of debt discount                                                                                                 |   |                      | 2,918,050   |   |   |   | 1,067,037 |   |
|              Settlement expense                                                                                                            |   |                      | 1,150,000   |   |   |   | - |   |
|              Non-cash interest expense related to a beneficial conversion feature                                                          |   |                      | 62,737      |   |   |   | - |   |
|              Common stock issued in connection with debt                                                                                   |   |                      | 25,510      |   |   |   | - |   |
|              Common stock issued to settle lawsuit                                                                                         |   |                      | -           |   |   |   | 292,207 |   |
|              Redemption of SecureAlert Monitoring Series A Preferred stock                                                                 |   |                      | 21,263      |   |   |   | (20,448 | ) |
|              Increase in related-party line of credit for services                                                                         |   |                      | 117,193     |   |   |   | 218,684 |   |
|              Impairment of goodwill                                                                                                        |   |                      | 204,735     |   |   |   | - |   |
|              Derivative liability valuation (gain) loss                                                                                    |   |                      | (200,534    | ) |   |   | 1,014,045 |   |
|              Changes in operating assets and liabilities:                                                                                  |   |                      |        |   |   |   |   |   |
|                     Accounts receivable, net                                                            |   |                      | (9,517      | ) |   |   | 269,388 |   |
|                     Deposit released from escrow                                                        |   |                      | -           |   |   |   | 500,000 |   |
|                     Inventories                                                                         |   |                      | 252,257     |   |   |   | (177,253 | ) |
|                     Prepaid expenses and other assets                                                   |   |                      | (81,004     | ) |   |   | (139,184 | ) |
|                     Receivables                                                                         |   |                      | (99         | ) |   |   | 55,385 |   |
|                     Accounts payable                                                                    |   |                      | 91,999      |   |   |   | 14,929 |   |
|                     Accrued liabilities                                                                 |   |                      | (56,376     | ) |   |   | 10,202 |   |
|                     Deferred revenue                                                                    |   |                      | (25,917     | ) |   |   | 18,572 |   |
|                            Net cash used in operating activities     |   |                      | (4,484,573  | ) |   |   | (6,705,204 | ) |
|                                                                                                                                                                                                        |   |                      |        |   |   |   |   |   |
| Cash flows from investing activities:                                                                                                                                                                       |   |                      |        |   |   |   |   |   |
|       Purchase of property and equipment                                                                                                                                      |   |                      | (241,491    | ) |   |   | (240,984 | ) |
|       Purchase of monitoring equipment                                                                                                                                        |   |                      | (1,588,093  | ) |   |   | (1,047,043 | ) |
|       Purchase of securities                                                                                                                                                  |   |                      | -           |   |   |   | (200,000 | ) |
|       Disposal of property and equipment                                                                                                                                      |   |                      | 24,221      |   |   |   | - |   |
|       Disposal of monitoring equipment                                                                                                                                        |   |                      | 60,016      |   |   |   | 33,519 |   |
|                            Net cash used in investing activities     |   |                      | (1,745,347  | ) |   |   | (1,454,508 | ) |
|                                                                                                                                                                                                        |   |                      |        |   |   |   |   |   |
| Cash flows from financing activities:                                                                                                                                                                       |   |                      |        |   |   |   |   |   |
|       Net payments on related-party line of credit                                                                                                                            |   |                      | (137,970    | ) |   |   | (713,868 | ) |
|       Proceeds from related-party note payable                                                                                                                                |   |                      | 500,000     |   |   |   | 1,500,000 |   |
|       Payment on related-party notes payable                                                                                                                                  |   |                      | (500,000    | ) |   |   | (603,280 | ) |
|       Principal payments on notes payable                                                                                                                                     |   |                      | (595,393    | ) |   |   | (453,766 | ) |
|       Proceeds from notes payable                                                                                                                                             |   |                      | 3,217       |   |   |   | 55,744 |   |
|       Net borrowings on bank line of credit                                                                                                                              |   |                      | 747,400     |   |   |   | 87,346 |   |
|       Principal payments on notes payable related to acquisitions                                                                                                             |   |                      | (100,000    | ) |   |   | - |   |
|       Proceeds from Series A 15% debenture, net of commissions                                                                                                                |   |                      | -           |   |   |   | 3,846,750 |   |
|       Payments on Series A 15% debenture                                                                                                                                      |   |                      | (25,000     | ) |   |   | - |   |
|       Proceeds from issuance of common stock, net of commissions                                                                                                              |   |                      | -           |   |   |   | 3,250,000 |   |
|       Net proceeds from issuance of Series D Convertible Preferred stock                                                                                                      |   |                      | 7,615,300   |   |   |   | - |   |
|                            Net cash provided by financing activities |   |                      | 7,507,554   |   |   |   | 6,968,926 |   |
| Net increase (decrease) in cash                                                                                                                                                                             |   |                      | 1,277,634   |   |   |   | (1,190,786 | ) |
| Cash, beginning of period                                                                                                                                                                                   |   |                      | 602,321     |   |   |   | 2,782,953 |   |
| Cash, end of period                                                                                                                                                                                         |   | $                         | 1,879,955   |   |   | $ | 1,592,167 |   |

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|                                                                                                                                                                                          |   | Nine Months EndedJune 30, |       |
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|---------------------------|------------|
|                                                                                                                                                                                          |   | 2010                      |       |   | 2009 |   |
|                                                                                                                                                                                          |   |                      |       |   |   |   |
| Cash paid for interest                                                                                                                                                                        |   | $                         | 1,088,120  |   |   | $ | 1,121,715 |   |
|                                                                                                                                                                                          |   |                      |       |   |   |   |   |   |
| Supplemental schedule of non-cash investing and financing activities:                                                                                                                         |   |                      |       |   |   |   |   |   |
| Issuance of shares of common stock in exchange for shares of Series B Preferred stock                                                                                                         |   | $                         | -          |   |   | $ | 2 |   |
| Issuance of shares of common stock and warrants in exchange for deferred consultingservices and financing costs                                                                               |   |                      | -          |   |   |   | 384,667 |   |
| Accrual of Series A Preferred stock dividends                                                                                                                                                 |   |                      | -          |   |   |   | 175 |   |
| Issuance of shares of common stock for subscription receivable                                                                                                                                |   |                      | -          |   |   |   | 250,000 |   |
| Issuance of shares of common stock for accounts payable                                                                                                                                       |   |                      | -          |   |   |   | 550,000 |   |
| Discount from issuance of convertible debt                                                                                                                                                    |   |                      | -          |   |   |   | 4,114,052 |   |
| Cancellation of common stock issued                                                                                                                                                           |   |                      | -          |   |   |   | 175 |   |
| Acquisition of monitoring equipment through issuance of debt                                                                                                                                  |   |                      | -          |   |   |   | 2,770,000 |   |
| Stock and options issued in connection with acquisition of Bishop Rock Software, Inc.                                                                                                         |   |                      | -          |   |   |   | 856,522 |   |
| Issuance of common stock to settle notes payable and accrued interest                                                                                                                         |   |                      | -          |   |   |   | 187,793 |   |
| Line of credit paid through the issuance of Senior convertible notes                                                                                                                          |   |                      | -          |   |   |   | 3,549,630 |   |
| Acquisition of property and equipment through issuance of debt                                                                                                                                |   |                      | -          |   |   |   | 38,991 |   |
| Issuance of 5,160,858, and 0 shares of common stock for payment of SecureAlert Monitoring, Inc. Series A Preferred stock contingency payments                                                 |   |                      | 609,772    |   |   |   | - |   |
| Note payable issued to acquire monitoring equipment and property and equipment                                                                                                                |   |                      | 190,487    |   |   |   | - |   |
| Issuance of 3,150,000 and 0 stock options, respectively, for deferred consulting                                                                                                              |   |                      | 347,397    |   |   |   | - |   |
| Issuance of shares of Series D Convertible Preferred stock for conversion of debt, accrued liabilities and interest                                                                           |   |                      | 16,884,874 |   |   |   | - |   |
| Issuance of dividends payable on Series D Convertible Preferred stock                                                                                                                         |   |                      | 939,371    |   |   |   | - |   |
| Note payable issued to acquire remaining shares of Court Programs, Inc., Court Programs of Florida, Inc., Court Programs of Northern Florida, Inc., and Court Programs of Illinois, Inc.      |   |                      | 1,049,631  |   |   |   | - |   |
| Liabilities forgiven as part of acquisition of Court Programs, Inc., Court Programs of Florida, Inc., Court Programs of Northern Florida, Inc., and Court Programs of Illinois, Inc.          |   |                      | 330,262    |   |   |   | - |   |
| Non-controlling interest assumed through acquisition of Court Programs, Inc., Court Programs of Florida, Inc., Court Programs of Northern Florida, Inc., and Court Programs of Illinois, Inc. |   |                      | 335,086    |   |   |   | - |   |
| Conversion effect on derivative liability                                                                                                                                                     |   |                      | 1,018,892  |   |   |   | - |   |

| Issuance of 150,000 shares of common stock to purchase an additional 2.145% ownership of Midwest Monitoring & Surveillance, Inc. |   |   | 18,000  |   |   |   | -       |   |
|--------------------------------------------------------------------------------------------------------------------------------------|--------|--------|---------|--------|--------|--------|---------|--------|
| Issuance of 19,896,000 of common stock from the conversion of 3,316 shares of Series D Preferred stock                               |   |   | 1,990   |   |   |   | -       |   |
| Issuance of 2,925,817 shares of common stock in connection with Series D Preferred stock dividends                                   |   |   | 359,479 |   |   |   | -       |   |
| Accrued liabilities issued for Midwest Monitoring & Surveillance ownership                                                       |   |   | 144,000 |   |   |   | -       |   |
| Subscription receivable issued for Series D Preferred stock                                                                          |   |   | 50,000  |   |   |   |  - |   |
|     Patent acquired through accrued liability                                                                         |   |   | 50,000  |   |   |   |  - |   |

----

| (1) | BASIS OF PRESENTATION |
|-----|-----------------------|

| (2) | GOING CONCERN |
|-----|---------------|

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----

----

|                                              |    SharesUnderOption |   WeightedAverageExercisePrice | WeightedAverageRemainingContractualLife |   AggregateIntrinsicValue |
|---------------------------------------------------|--------------------------------|-------------------------------------|-----------------------------------------|--------------------------------|
| Outstanding as of September 30, 2009              | 4,709,214                      |                                | $                                       | 0.76                           |   |   |   |   |   |   |
|      Granted             | -                              |                                | $                                       | -                              |   |   |   |   |   |   |
|      Exercised           | -                              |                                | $                                       | -                              |   |   |   |   |   |   |
|      Forfeited           | -                              |                                | $                                       | -                              |   |   |   |   |   |   |
|      Expired / Cancelled | (1,570,000)                    |                                | $                                       | 0.60                           |   |   |   |   |   |   |
| Outstanding as of June 30, 2010                   | 3,139,214                      |                                | $                                       | 0.27                           |   | 2.49 years |   | $ | 17,353 |   |
| Exercisable as of June 30, 2010                   | 3,016,547                      |                                | $                                       | 0.25                           |   | 2.55 years |   | $ | 17,353 |   |

|                                      |   | June 30,2010 |     |   | September 30,2009 |   |
|-------------------------------------------|--------|--------------|----------|--------|-------------------|--------|
| Raw materials                             |   | $            | 475,797  |   |              | $      | 686,421 |   |
| Reserve for damaged or obsolete inventory |   |         | (124,725 | )      |              |   | (83,092 | ) |
| Total inventory, net of reserves          |   | $            | 351,072  |   |              | $      | 603,329 |   |

----

|                                                                      |   | June 30,2010 |       |   | September 30,2009 |   |
|---------------------------------------------------------------------------|--------|--------------|------------|--------|-------------------|--------|
| Equipment, software and tooling                                           |   | $            | 2,453,221  |   |              | $      | 2,742,537 |   |
| Automobiles                                                               |   |         | 308,611    |   |              |   | 305,658 |   |
| Building and land                                                         |   |         | 377,555    |   |              |   | 377,555 |   |
| Leasehold improvements                                                    |   |         | 127,912    |   |              |   | 127,912 |   |
| Furniture and fixtures                                                    |   |         | 284,824    |   |              |   | 284,824 |   |
|    Property and equipment, before accumulated depreciation |   |         | 3,552,123  |   |              |   | 3,838,486 |   |
| Accumulated depreciation                                                  |   |         | (2,208,208 | )      |              |   | (2,525,180 | ) |
|                                                                      |   |         |       |   |              |   |   |   |
| Property and equipment, net of accumulated depreciation                   |   | $            | 1,343,915  |   |              | $      | 1,313,306 |   |

|                           |   | June 30,2010 |       |   | September 30,2009 |   |
|--------------------------------|--------|--------------|------------|--------|-------------------|--------|
| Monitoring equipment           |   | $            | 5,432,285  |   |              | $      | 4,260,690 |   |
| Less: accumulated depreciation |   |         | (3,200,324 | )      |              |   | (2,944,197 | ) |
| Total                          |   | $            | 2,231,961  |   |              | $      | 1,316,493 |   |

----

|                                                            |   | Midwest Monitoring & Surveillance |      |   | Court Programs, Inc. |   |      | Bishop Rock Software |   |   | Patent   |   |   | Total  |   |
|-----------------------------------------------------------------|--------|---------------------------------------|-----------|--------|----------------------|--------|-----------|----------------------|--------|--------|----------|--------|--------|--------|--------|
| Goodwill                                                        |   | $                                     | 1,421,995 |   |                 | $      | 2,756,461 |                 |   | $      | -        |   |   | $      | -      |   |   | $ | 4,178,456 |   |
| Other intangible assets                                         |   |                                  |      |   |                 |   |      |                 |   |   |     |   |   |   |   |   |   |   |   |   |
|      Trade name                        |   |                                  | 120,000   |   |                 |   | 99,000    |                 |   |   | 10,000   |   |   |   | -      |   |   |   | 229,000 |   |
|      Software                          |   |                                  | -         |   |                 |   | -         |                 |   |   | 380,001  |   |   |   | -      |   |   |   | 380,001 |   |
|      Customer relationships            |   |                                  | -         |   |                 |   | 6,000     |                 |   |   | -        |   |   |   | -      |   |   |   | 6,000 |   |
|      Patent license agreement          |   |                                  | -         |   |                 |   | -         |                 |   |   | -        |   |   |   | 50,000 |   |   |   | 50,000 |   |
|      Non-compete agreements            |   |                                  | 2,000     |   |                 |   | 6,000     |                 |   |   | -        |   |   |   | -      |   |   |   | 8,000 |   |
| Total other intangible assets                                   |   |                                  | 122,000   |   |                 |   | 111,000   |                 |   |   | 390,001  |   |   |   | 50,000 |   |   |   | 673,001 |   |
|      Accumulated amortization          |   |                                  | (22,667   | )      |                 |   | (26,150   | )                    |   |   | (185,855 | )      |   |   | -      |   |   |   | (234,672 | ) |
| Other intangible assets, net of accumulated amortization        |   |                                  | 99,333    |   |                 |   | 84,850    |                 |   |   | 204,146  |   |   |   | 50,000 |   |   |   | 438,329 |   |
| Total goodwill and other intangible assets, net of amortization |   | $                                     | 1,521,328 |   |                 | $      | 2,841,311 |                 |   | $      | 204,146  |   |   | $      | 50,000 |   |   | $ | 4,616,785 |   |

----

----

|                                                                                                                                                                                       |   | Three months endedJune 30, |        |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|----------------------------|-------------|
|                                                                                                                                                                                       |   | 2010                       |        |   | 2009 |   |
| Revenues:                                                                                                                                                                                  |   |                       |        |   |   |   |
| Products                                                                                                                                                                                   |   | $                          | 86,384      |   |   | $ | 75,451 |   |
| Monitoring services                                                                                                                                                                        |   |                       | 2,992,842   |   |   |   | 3,133,518 |   |
| Total revenues                                                                                                                                                                             |   |                       | 3,079,226   |   |   |   | 3,208,969 |   |
| Cost of revenues:                                                                                                                                                                          |   |                       |        |   |   |   |   |   |
| Products                                                                                                                                                                                   |   |                       | 5,088       |   |   |   | 28,891 |   |
| Monitoring services                                                                                                                                                                        |   |                       | 1,710,373   |   |   |   | 2,391,935 |   |
| Total cost of revenues                                                                                                                                                                     |   |                       | 1,715,461   |   |   |   | 2,420,826 |   |
| Gross profit                                                                                                                                                                               |   |                       | 1,363,765   |   |   |   | 788,143 |   |
| Operating expenses:                                                                                                                                                                   |   |                       |        |   |   |   |   |   |
| Selling, general and administrative (including $120,174 and $281,604, respectively,       of compensation expense paid in stock or stock options / warrants) |   |                       | 2,703,819   |   |   |   | 3,178,333 |   |
| Settlement expense                                                                                                                                                                         |   |                       | -           |   |   |   | 23,046 |   |
| Research and development                                                                                                                                                                   |   |                       | 490,258     |   |   |   | 431,201 |   |
| Loss from operations                                                                                                                                                                       |   |                       | (1,830,312  | ) |   |   | (2,844,437 | ) |
| Other income (expense):                                                                                                                                                                    |   |                       |        |   |   |   |   |   |
| Currency exchange rate loss                                                                                                                                                                |   |                       | (672)       |   |   |   | - |   |
| Redemption of SecureAlert Monitoring Series A Preferred                                                                                                                                    |   |                       | 4,431       |   |   |   | 24,060 |   |
| Interest income                                                                                                                                                                            |   |                       | 86          |   |   |   | 8,215 |   |
| Interest expense (including $88,247 and $1,099,707, respectively,    of interest expense paid in stock)                                                                     |   |                       | (229,582)   |   |   |   | (1,255,103) |   |
| Acquisition option extension cost                                                                                                                                                          |   |                       | -           |   |   |   | (147,566) |   |
| Derivative valuation loss                                                                                                                                                                  |   |                       | -           |   |   |   | (1,014,045) |   |
| Other income (expense), net                                                                                                                                                                |   |                       | 1,811       |   |   |   | 196,568 |   |
| Net loss                                                                                                                                                                                   |   |                       | (2,054,238) |   |   |   | (5,032,308) |   |
|       Net loss attributable to non-controlling interest                                                                                                      |   |                       | 12,645      |   |   |   | - |   |
| Net loss attributable to SecureAlert, Inc.                                                                                                                                                 |   |                       | (2,041,593) |   |   |   | (5,032,308) |   |
| Dividends on Series A and D Preferred stock                                                                                                                                                |   |                       | (579,892)   |   |   |   | - |   |
| Net loss attributable to SecureAlert, Inc. common stockholders                                                                                                                             |   | $                          | (2,621,485) |   |   | $ | (5,032,308) |   |
| Net loss per common share, basic and diluted                                                                                                                                               |   | $                          | (0.01)      |   |   | $ | (0.03) |   |
| Weighted average common shares outstanding, basic and diluted                                                                                                                              |   |                       | 222,468,000 |   |   |   | 191,962,000 |   |

----

|                                                                                                                                                                              |   | Nine months endedJune 30, |         |
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|---------------------------|--------------|
|                                                                                                                                                                              |   | 2010                      |         |   | 2009 |   |
| Revenues:                                                                                                                                                                         |   |                      |         |   |   |   |
| Products                                                                                                                                                                          |   | $                         | 225,380      |   |   | $ | 493,595 |   |
| Monitoring services                                                                                                                                                               |   |                      | 9,056,757    |   |   |   | 8,986,068 |   |
| Total revenues                                                                                                                                                                    |   |                      | 9,282,137    |   |   |   | 9,479,663 |   |
| Cost of revenues:                                                                                                                                                                 |   |                      |         |   |   |   |   |   |
| Products                                                                                                                                                                          |   |                      | 27,140       |   |   |   | 246,310 |   |
| Monitoring services                                                                                                                                                               |   |                      | 5,348,448    |   |   |   | 8,049,230 |   |
| Total cost of revenues                                                                                                                                                            |   |                      | 5,375,588    |   |   |   | 8,295,540 |   |
| Gross profit                                                                                                                                                                      |   |                      | 3,906,549    |   |   |   | 1,184,123 |   |
| Operating expenses:                                                                                                                                                          |   |                      |         |   |   |   |   |   |
| Selling, general and administrative (including $1,068,352 and $2,355,600, respectively,    of compensation expense paid in stock or stock options / warrants) |   |                      | 8,931,801    |   |   |   | 11,238,788 |   |
| Settlement expense                                                                                                                                                                |   |                      | 1,150,000    |   |   |   | 23,046 |   |
| Research and development                                                                                                                                                          |   |                      | 1,161,539    |   |   |   | 1,277,102 |   |
| Impairment of goodwill                                                                                                                                                            |   |                      | 204,735      |   |   |   | - |   |
| Loss from operations                                                                                                                                                              |   |                      | (7,541,526   | ) |   |   | (11,354,813) |   |
| Other income (expense):                                                                                                                                                           |   |                      |         |   |   |   |   |   |
| Currency exchange rate loss                                                                                                                                                       |   |                      | (8,756)      |   |   |   | - |   |
| Loss on disposal of equipment                                                                                                                                                     |   |                      | (8,713)      |   |   |   | - |   |
| Redemption of SecureAlert Monitoring Series A Preferred                                                                                                                           |   |                      | (21,263)     |   |   |   | 20,449 |   |
| Interest income                                                                                                                                                                   |   |                      | 13,227       |   |   |   | 11,658 |   |
| Interest expense (including $3,006,297 and $1,929,306, respectively,    of interest expense paid in stock)                                                         |   |                      | (3,840,232)  |   |   |   | (2,790,006) |   |
| Acquisition option extension cost                                                                                                                                                 |   |                      | -            |   |   |   | (347,066) |   |
| Derivative valuation gain (loss)                                                                                                                                                  |   |                      | 200,534      |   |   |   | (1,014,045) |   |
| Other income (expense), net                                                                                                                                                       |   |                      | 121,855      |   |   |   | 1,276,319 |   |
| Net loss                                                                                                                                                                          |   |                      | (11,084,874) |   |   |   | (14,197,504) |   |
|       Net loss attributable to non-controlling interest                                                                                             |   |                      | 121,741      |   |   |   | - |   |
| Net loss attributable to SecureAlert, Inc.                                                                                                                                        |   | $                         | (10,963,133) |   |   | $ | (14,197,504) |   |
| Dividends on Series A and D Preferred stock                                                                                                                                       |   |                      | (939,371)    |   |   |   | (175) |   |
| Net loss attributable to SecureAlert, Inc. common stockholders                                                                                                                    |   | $                         | (11,902,504) |   |   | $ | (14,197,679) |   |
| Net loss per common share, basic and diluted                                                                                                                                      |   | $                         | (0.06)       |   |   | $ | (0.08) |   |
| Weighted average common shares outstanding, basic and diluted                                                                                                                     |   |                      | 215,230,000  |   |   |   | 173,137,000 |   |

----

|                                                 |   | June 30, 2010 |      |   | September 30,2009 |   |
|------------------------------------------------------|--------|--------------------|-----------|--------|-------------------|--------|
| Accrued payroll, taxes and employee benefits         |   | $                  | 649,745   |   |              | $      | 561,898 |   |
| Accrued related-party origination fees               |   |               | 192,725   |   |              |   | - |   |
| Accrued warranty and manufacturing costs             |   |               | 156,622   |   |              |   | 246,622 |   |
| Accrued commissions and other costs                  |   |               | 154,128   |   |              |   | 45,788 |   |
| Accrued interest                                     |   |               | 128,238   |   |              |   | 382,424 |   |
| Accrued acquisition extension costs                  |   |               | 72,000    |   |              |   | 42,000 |   |
| Accrued indigent fees                                |   |               | 47,686    |   |              |   | 34,130 |   |
| Accrued board of directors fees                      |   |               | 25,000    |   |              |   | 300,000 |   |
| Accrued legal and settlement costs                   |   |               | 21,307    |   |              |   | 80,208 |   |
| Accrued consulting                                   |   |               | 18,000    |   |              |   | 436,054 |   |
| Accrued research and development costs               |   |               | 14,132    |   |              |   | 45,000 |   |
| Accrued outside services                             |   |               | 11,458    |   |              |   | 38,132 |   |
| Accrued cellular costs                               |   |               | 6,085     |   |              |   | 27,144 |   |
| Accrued foreclosure liability                        |   |               | -         |   |              |   | 775,000 |   |
| Accrued officer compensation                         |   |               | -         |   |              |   | 492,280 |   |
|      Total accrued expenses |   | $                  | 1,497,126 |   |              | $      | 3,506,680 |   |

----

----

|                                                                                                                                                                                                                                                                                               |   | June 30,2010 |            |   | September 30,2009 |   |
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|--------------|-----------------|--------|-------------------|--------|
|  SecureAlert Monitoring, Inc.                                                                                                                                                                                                                                                                 |   |         |            |   |              |   |
| Note payable for testing equipment with an interest rate of 8%.  The note is secured by testing equipment. The note matures on June 9, 2011.                                                                                                                                             |   | $            | 7,803           |   |              | $      | 12,228 |   |
|                                                                                                                                                                                                                                                                                               |   |         |            |   |              |   |   |   |
| Note payable for testing equipment with an interest rate of 8%.  The note is secured by testing equipment. The note matures on December 31, 2011.                                                                                                                                        |   |         | 14,241          |   |              |   | - |   |
|                                                                                                                                                                                                                                                                                               |   |         |            |   |              |   |   |   |
| Unsecured note payable with an interest rate of 12%. The note matured on February 1, 2010.                                                                                                                                                                                                         |   |         | -               |   |              |   | 8,728 |   |
|                                                                                                                                                                                                                                                                                               |   |         |            |   |              |   |   |   |
| Note payable for computer equipment with an interest rate of 10%.  The note is secured by computer equipment.  The note matures on December 18, 2012.                                                                                                                          |   |         |   16,806   |   |              |   |   - |   |
|                                                                                                                                                                                                                                                                                               |   |         |            |   |              |   |   |   |
| Note payable for computer equipment with an interest rate of 12.364%.  The note is secured by computer equipment.  The note matures on June 28, 2013.                                                                                                                          |   |         |   85,342   |   |              |   |   - |   |
|  SecureAlert, Inc.                                                                                                                                                                                                                                                                            |   |         |            |   |              |   |   |   |
| Unsecured promissory note with an entity bearing an interest rate of 15%.  The note matures on December 31, 2010.  Interest was paid quarterly and the principal due at maturity.  Note was converted to Series D Preferred Stock on January 13, 2010 (see Note 21). |   |         |     - |   |              |   |     474,335 |   |
|                                                                                                                                                                                                                                                                                               |   |         |            |   |              |   |   |   |
| Secured promissory note with an individual with an interest rate of 12%.  The note matures on July 13, 2011.                                                                                                                                                                             |   |         | 649,631         |   |              |   | - |   |

| Court Programs, Inc.                                                                                                                                                                                  |   |   |           |   |   |   |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|--------|----------------|--------|--------|--------|
| Unsecured revolving line of credit with a bank with an interest rate of 9.24%.                                                                                                                        |   |   | 12,500         |   |   |   | 16,500 |   |
|                                                                                                                                                                                                  |   |   |           |   |   |   |   |   |
| Note payable due to the Small Business Administration (“SBA”).  Note bears interest at 4% and matures on April 6, 2037.  The note is secured by monitoring equipment. |   |   |   221,260 |   |   |   |   225,000 |   |
|                                                                                                                                                                                                  |   |   |           |   |   |   |   |   |
| Automobile loan with a financial institution secured by the vehicle purchased.  Interest rate is 7.09% and is due in June 2014.                                                             |   |   | 26,397         |   |   |   | 30,751 |   |
|                                                                                                                                                                                                  |   |   |           |   |   |   |   |   |
| Unsecured note payable with an interest rate of 8%.                                                                                                                                                   |   |   | -              |   |   |   | 1,492 |   |
|                                                                                                                                                                                                  |   |   |           |   |   |   |   |   |
| Capital lease with an effective interest rate 14.89% that matures in January 2011.                                                                                                                    |   |   | 6,878          |   |   |   | 14,898 |   |
|                                                                                                                                                                                                  |   |   |           |   |   |   |   |   |
| Capital lease with an interest rate of 14.12% that matures on November 15, 2012.                                                                                                                      |   |   | 24,820         |   |   |   | - |   |

----

| Midwest                                                                                                                                                                                                  |   |   |          |   |   |   |
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|--------|---------------|--------|--------|--------|
| Unsecured revolving line of credit with a bank, with an interest rate of 9.25%.                                                                                                                          |   |   | 39,522        |   |   |   | 39,224 |   |
|                                                                                                                                                                                                     |   |   |          |   |   |   |   |   |
| Notes payable to a financial institution bearing interest at 6.37%.  Notes mature in July 2011 and July 2016.  The notes are secured by property.                                    |   |   | 133,865       |   |   |   | 185,274 |   |
|                                                                                                                                                                                                     |   |   |          |   |   |   |   |   |
| Notes payable for monitoring equipment.  Interest rates range between 7.8% to 18.5% and mature September 2008 through November 2011.  The notes are secured by monitoring equipment. |   |   |   9,010  |   |   |   |   57,344 |   |
|                                                                                                                                                                                                     |   |   |          |   |   |   |   |   |
| Automobile loans with several financial institutions secured by the vehicles.  Interest rates range between 6.9% and 8.5%, due between January 2010 and October 2011.                          |   |   |   48,741 |   |   |   |   42,463 |   |
|                                                                                                                                                                                                     |   |   |          |   |   |   |   |   |
| Note payable to a stockholder of Midwest.  The note bears interest at 5% maturing in February 2013.                                                                                            |   |   | -             |   |   |   | 47,704 |   |
|                                                                                                                                                                                                     |   |   |          |   |   |   |   |   |
| Capital leases with effective interest rates that range between 12.9% and 14.7%.  Leases mature between June 2014 and September 2014.                                                          |   |   | 108,892       |   |   |   | 126,158 |   |
| Total debt obligations                                                                                                                                                                                   |   | $      | 1,405,708     |   |   | $      | 1,282,099 |   |
| Less current portion                                                                                                                                                                                     |   |   | (886,424      | )      |   |   | (272,493 | ) |
| Long-term debt, net of current portion                                                                                                                                                                   |   | $      | 519,284       |   |   | $      | 1,009,606 |   |

----

----

----

----

|   | · | 5,160,858 shares of common stock, valued at $609,772, to former SMI Series A Preferred stockholders as payment for past contingency payments in connection with the redemption of the stockholders’ SMI Series A Preferred stock. |
|--------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | 250,000 shares of common stock, valued at $27,500 for services rendered. |
|--------|--------|--------------------------------------------------------------------------|

|   | · | 19,896,000 shares of common stock for the conversion of Series D Convertible Preferred stock |
|--------|--------|----------------------------------------------------------------------------------------------|

|   | · | 2,925,817 shares of common stock, valued at $359,479, for Series D Convertible Preferred stock dividends |
|--------|--------|----------------------------------------------------------------------------------------------------------|

|   | · | 150,000 shares of common stock, valued at $18,000, to acquire the additional ownership of Court Programs, Inc. (see Note 12) |
|--------|--------|------------------------------------------------------------------------------------------------------------------------------|

----

|   | 1) | 19,308,000 shares of common stock were issued upon the conversion of 3,218 shares of Series D Preferred stock. |
|--------|----|----------------------------------------------------------------------------------------------------------------|

|   | 2) | 4,693,307 shares of common stock were issued for Series D Preferred stock dividends for the third fiscal quarter ended June 30, 2010. |
|--------|----|---------------------------------------------------------------------------------------------------------------------------------------|

|   | 3) | The Company paid off a Senior Secured Convertible Note of $150,000 and accrued interest of $20,891 for cash payments of $170,891. |
|--------|----|-----------------------------------------------------------------------------------------------------------------------------------|

|   | 4) | On June 30, 2010, the Company filed an amendment to its Articles of Incorporation with the Utah Department of Commerce, Division of Corporations and Commercial Code.  The Amendment increases the number of shares of common stock the Company is authorized to issue from 250,000,000 to 600,000,000 shares. Under applicable Utah law, the Amendment was effective July 3, 2010. |
|--------|----|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

----

----

|   | 1) | 19,308,000 shares of common stock were issued upon the conversion of 3,218 shares of Series D Preferred stock. |
|--------|----|----------------------------------------------------------------------------------------------------------------|

|   | 2) | 4,693,307 shares of common stock were issued for Series D Preferred stock dividends for the third fiscal quarter ended June 30, 2010. |
|--------|----|---------------------------------------------------------------------------------------------------------------------------------------|

|   | 3) | The Company paid off a Senior Secured Convertible Note of $150,000 and accrued interest of $20,891 for cash payments of $170,891. |
|--------|----|-----------------------------------------------------------------------------------------------------------------------------------|

|   | 4) | On June 30, 2010, the Company filed an amendment to its Articles of Incorporation with the Utah Department of Commerce, Division of Corporations and Commercial Code.  The Amendment increases the number of shares of common stock the Company is authorized to issue from 250,000,000 to 600,000,000 shares. Under applicable Utah law, the Amendment was effective July 3, 2010. |
|--------|----|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

----

----

----

|   | (i) | pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; |
|--------|-----|--------------------------------------------------------------------------------------------------------------------------------------------------|

|   | (ii) | provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with U.S. generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and |
|--------|------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | (iii) | provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on the financial statements. |
|--------|-------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

----

|   | o | Segregation of Duties – As a result of limited resources and the addition of multiple majority owned subsidiaries, we did not maintain proper segregation of incompatible duties. The effect of the lack of segregation of duties potentially affects multiple processes and procedures. |
|--------|---|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | o | Implementation of Effective Controls – We failed to complete the implementation of effective internal controls over our majority and wholly-owned subsidiaries as of June 30, 2010 due to limited resources. |
|--------|---|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

----

| Exhibit Number |    | Title of Document |
|----------------|---------|-------------------|
|           |    |              |   |
|           | 3(i)(1) |              | Articles of Incorporation (incorporated by reference to our Registration Statement and Amendments thereto on Form 10-SB, effective December 1, 1997). |
|           |    |              |   |
|           | 3(i)(2) |              | Amendment to Articles of Incorporation for Change of Name (previously filed as Exhibit on Form 10-KSB for the fiscal year ended September 30, 2001). |
|           |    |              |   |
|           | 3(i)(3) |              | Amendment to Articles of Incorporation Amending Rights and Preferences of Series A Preferred Stock (previously filed as Exhibit on Form 10-KSB for the fiscal year ended September 30, 2001). |
|           |    |              |   |
|           | 3(i)(4) |              | Amendment to Articles of Incorporation Adopting Designation of Rights and Preferences of Series B Preferred Stock (previously filed as Exhibit on Form 10-QSB for the six months ended March 31, 2002). |
|           |    |              |   |
|           | 3(i)(5) |              | Certificate of Amendment to the Designation of Rights and Preferences Related to Series A 10% Cumulative Convertible Preferred Stock (incorporated by reference to our annual report on Form 10-KSB for the fiscal year ended September 30, 2001). |
|           |    |              |   |
|           | 3(i)(6) |              | Certificate of Amendment to the Designation of Rights and Preferences Related to Series C 8% Convertible Preferred Stock (incorporated by reference to our Current Report on Form 8-K, filed with the Commission on March 24, 2006). |
|           |    |              |   |
|           | 3(i)(7) |              | Articles of Amendment to Articles of Incorporation filed July 12, 2006 (previously filed as exhibits to our current report on Form 8-K filed July 18, 2006, and incorporated herein by reference). |
|           |    |              |   |
|           | 3(i)(8) |              | Articles of Amendment to the Fourth Amended and Restated Designation of Right and Preferences of Series A 10% Convertible Non-Voting Preferred Stock (previously filed as Exhibit on Form 10-QSB for the nine months ended June 30, 2007, filed in August 2007). |

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|   |      |   |                                                                                                                                                                                                                                                                                        |
|--------|-----------|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   | 3(i)(9)   |   | Articles of Amendment to the Designation of Right and Preferences of Series A Convertible Redeemable Non-Voting Preferred Stock (previously filed as Exhibit on Form 10-QSB for the nine months ended June 30, 2007, filed in August 2007).                                                 |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 3(i)(10)  |   | Articles of Amendment to the Articles of Incorporation and Certificate of Amendment to the Designation of Rights and Preferences Related to Series D 8% Convertible Preferred Stock (previously filed as Exhibit on Form 10-Q for the three months ended March 31, 2010, filed in May 2010) |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 3(i)(11)  |   | Articles of Amendment to the Articles of Incorporation of RemoteMDx, Inc. to increase the total authorized shares of common stock to 250,000,000, filed on March 5, 2009 (copy filed herewith).                                                                                             |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 3(i)(12)  |   | Articles of Amendment to the Articles of Incorporation to Change Name from RemoteMDx, Inc. to SecureAlert, Inc., dated February 1, 2010 (previously filed as Exhibit on Form 10-Q for the three months ended December 31, 2009, filed in February 2010).                                    |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 3(i)(13)  |   | Articles of Amendment to the Articles of Incorporation to Change Name from SecureAlert, Inc. to SecureAlert Monitoring, Inc., dated February 1, 2010 (previously filed as Exhibit on Form 10-Q for the three months ended December 31, 2009, filed in February 2010).                       |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 3.(i)(14) |   | Articles of Correction to the Certificate of Designation of Series D Convertible Preferred Stock, filed with the State of Utah on May 4, 2010, effective December 3, 2009 (previously filed as Exhibit on Form 10-Q for the three months ended March 31, 2010, filed in May 2010).          |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 3.(i)(15) |   | Articles of Amendment to the Articles of Incorporation of SecureAlert, Inc. to increase the total authorized shares of common stock to 600,000,000, filed on June 30, 2010 (copy filed herewith).                                                                                           |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 3(ii)     |   | Bylaws (incorporated by reference to our Registration Statement on Form 10-SB, effective December 1, 1997).                                                                                                                                                                                 |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 4.01      |   | 2006 Equity Incentive Award Plan (previously filed in August 2006 the Form 10-QSB for the nine months ended June 30, 2006).                                                                                                                                                                 |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 10.01     |   | Distribution and Separation Agreement (incorporated by reference to our Registration Statement and Amendments thereto on Form 10-SB, effective December 1, 1997).                                                                                                                           |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 10.02     |   | 1997 Stock Incentive Plan of the Company, (incorporated by reference to our Registration Statement and Amendments thereto on Form 10-SB, effective December 1, 1997).                                                                                                                       |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 10.03     |   | 1997 Transition Plan (incorporated by reference to our Registration Statement and Amendments thereto on Form 10-SB, effective December 1, 1997).                                                                                                                                            |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 10.04     |   | Securities Purchase Agreement for $1,200,000 of Series A Preferred Stock (incorporated by reference to our Registration Statement and Amendments thereto on Form 10-SB, effective December 1, 1997).                                                                                        |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 10.05     |   | Loan Agreement (as amended) dated June 2001 between ADP Management and the Company (incorporated by reference to our annual report on Form 10-KSB for the fiscal year ended September 30, 2001).                                                                                            |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 10.06     |   | Loan Agreement (as amended and extended) dated March 5, 2002 between ADP Management and the Company, effective December 31, 2001 (filed as an exhibit to our quarterly report on Form 10-QSB for the three months ended December 31, 2001).                                                 |
|   |      |   |                                                                                                                                                                                                                                                                                        |
|   | 10.07     |   | Agreement with ADP Management, Derrick and Dalton (April 2003) (previously filed as Exhibit on Form 10-QSB for the six months ended March 31, 2003).                                                                                                                                        |

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|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|--------|--------|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   | 10.08  |   | Security Agreement between Citizen National Bank and the Company (previously filed on Form 8-K in July 2006).                                                                                                                                                                                                                                     |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.09  |   | Promissory Note between Citizen National Bank and the Company (previously filed on Form 8-K in July 2006).                                                                                                                                                                                                                                        |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.10  |   | Common Stock Purchase Agreement dated as of August 4, 2006 (previously filed as an exhibit to our current report on Form 8-K filed August 7, 2006 and incorporated herein by reference).                                                                                                                                                          |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.11  |   | Change in Terms Agreement between Citizen National Bank and the Company (previously filed as Exhibit on Form 10-KSB for the fiscal year ended September 30, 2006).                                                                                                                                                                                |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.12  |   | Securities Purchase Agreement between the Company and VATAS Holding GmbH, a German limited liability company (previously filed on Form 8-K in November 2006).                                                                                                                                                                                     |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.13  |   | Common Stock Purchase Warrant between the Company and VATAS Holding GmbH dated November 9, 2006 (previously filed as Exhibit on Form 10-QSB for the three months ended December 31, 2006, filed in February 2007).                                                                                                                                |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.14  |   | Settlement Agreement and Mutual Release between the Company and Michael Sibbett and HGR Enterprises, LLC, dated as of February 1, 2007 (previously filed as Exhibit on Form 10-QSB for the three months ended December 31, 2006, filed in February 2007).                                                                                         |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.15  |   | Distributor Sales, Service and License Agreement between the Company and Seguridad Satelital Vehicular S.A. de C.V., dated as of February 5, 2007 (previously filed as Exhibit on Form 10-QSB for the three months ended December 31, 2006, filed in February 2007).                                                                              |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.16  |   | Distributor Agreement between the Company and QuestGuard, dated as May 31, 2007.  Portions of this exhibit were redacted pursuant to a request for confidential treatment filed with the Securities and Exchange Commission (previously filed as Exhibit on Form 10-QSB for the nine months ended June 30, 2007, filed in August 2007). |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.17  |   | Stock Purchase Agreement between the Company and Midwest Monitoring & Surveillance, Inc., dated effective December 1, 2007 (previously filed as Exhibit on Form 10-KSB for the fiscal year ended September 30, 2007, filed in January 2008).                                                                                                  |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.18  |   | Stock Purchase Agreement between the Company and Court Programs, Inc., Court Programs of Florida Inc., and Court Programs of Northern Florida, Inc., dated effective December 1, 2007 (previously filed as Exhibit on Form 10-KSB for the fiscal year ended September 30, 2007, filed in January 2008).                                           |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.19  |   | Sub-Sublease Agreement between the Company and Cadence Design Systems, Inc., a Delaware corporation, dated March 10, 2005 (previously filed as Exhibit on Form 10-KSB/A for the fiscal year ended September 30, 2007, filed in June 2008).                                                                                                        |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.20  |   | Patent Assignment Agreement between Futuristic Medical Devices, LLC, dated September 14, 2007 (previously filed as Exhibit on Form 10-KSB/A for the fiscal year ended September 30, 2007, filed in June 2008).                                                                                                                                    |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.21  |   | Patent Assignment Agreement between Futuristic Medical Devices, LLC, dated September 14, 2007 (previously filed as Exhibit on Form 10-KSB/A for the fiscal year ended September 30, 2007, filed in June 2008).                                                                                                                                    |
|   |   |   |                                                                                                                                                                                                                                                                                                                                              |
|   | 10.22  |   | Patent Assignment Agreement between Futuristic Medical Devices, LLC, dated September 14, 2007 (previously filed as Exhibit on Form 10-KSB/A for the fiscal year ended September 30, 2007, filed in June 2008).                                                                                                                                    |

----

|   |   |   |                                                                                                                                                                                                                                                                                                                                                                               |
|--------|--------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   | 10.23  |   | Patent Assignment Agreement between Futuristic Medical Devices, LLC, dated December 20, 2007 (previously filed as Exhibit on Form 10-KSB/A for the fiscal year ended September 30, 2007, filed in June 2008).                                                                                                                                                                      |
|   |   |   |                                                                                                                                                                                                                                                                                                                                                                               |
|   | 10.24  |   | Stock Purchase Agreement (sale of Volu-Sol Reagents Corporation shares to Futuristic Medical, LLC), dated January 15, 2008, including voting agreement (previously filed as Exhibit on Form 10-KSB/A for the fiscal year ended September 30, 2007, filed in June 2008).                                                                                                            |
|   |   |   |                                                                                                                                                                                                                                                                                                                                                                               |
|   | 10.25  |   | Distribution and License Agreement between euromicron AG, a German corporation, and the Company, dated May 28, 2009 (previously filed as an Exhibit on Form 10-Q for the nine months ended June 30, 2009, filed in August 2009).                                                                                                                                                   |
|   |   |   |                                                                                                                                                                                                                                                                                                                                                                               |
|   | 10.26  |   | Settlement Agreement between Satellite Tracking of People, L.L.C. and the Company, dated January 29, 2010.  Portions of this exhibit were redacted pursuant to a request for confidential treatment filed with the Securities and Exchange Commission (previously filed as Exhibit on Form 10-QSB for the three months ended December 31, 2009, filed in February 2010). |
|   |   |   |                                                                                                                                                                                                                                                                                                                                                                               |
|   | 10.27  |   | Agreement between the Company and Sapinda Group, Ltd., dated November 25, 2009 (previously filed as Exhibit on Form 10-QSB for the three months ended December 31, 2009, filed in February 2010).                                                                                                                                                                                  |
|   |   |   |                                                                                                                                                                                                                                                                                                                                                                               |
|   | 10.28  |   | Amended Stock Purchase Agreement between Court Programs and the Company, effective March 31, 2010 (previously filed as Exhibit to Current Report on Form 8-K/A, filed by the Company on May 14, 2010).                                                                                                                                                                             |
|   |   |   |                                                                                                                                                                                                                                                                                                                                                                               |
|   | 10.29  |   | Second Extension of Purchase Agreement among SecureAlert, Inc., Midwest Monitoring & Surveillance, Inc., Gary Shelton, Gary Bengtson, Larry Gardner and Sue Gardner, dated effective April 1, 2010 (previously filed as Exhibit to Current Report on Form 8-K, filed by the Company on May 7, 2010).                                                                           |
|   |   |   |                                                                                                                                                                                                                                                                                                                                                                               |
|   | 31(i)  |   | Certification of Chief Executive Officer under Section 302 of Sarbanes-Oxley Act of 2002 (filed herewith).                                                                                                                                                                                                                                                                         |
|   |   |   |                                                                                                                                                                                                                                                                                                                                                                               |
|   | 31(ii) |   | Certification of Chief Financial Officer under Section 302 of Sarbanes-Oxley Act of 2002 (filed herewith).                                                                                                                                                                                                                                                                         |
|   |   |   |                                                                                                                                                                                                                                                                                                                                                                               |
|   | 32     |   | Certifications under Section 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. Section 1350) (filed herewith).                                                                                                                                                                                                                                                                      |

----

|                  | SecureAlert, Inc.                                                                                                                             |
|-----------------------|-----------------------------------------------------------------------------------------------------------------------------------------------|
|                  |                                                                                                                                          |
|                  |                                                                                                                                          |
|                  |                                                                                                                                          |
| Date: August 16, 2010 | By:       /s/ David G. Derrick                                |
|                  |              David G. Derrick,                                                    |
|                  |              Chief Executive Officer                                              |
|                  |              (Principal Executive Officer)                                        |
|                  |                                                                                                                                          |
|                  |                                                                                                                                          |
|                  |                                                                                                                                          |
| Date: August 16, 2010 | By:     /s/ Chad D. Olsen                 |
|                  |            Chad D. Olsen,                                                              |
|                  |            Chief Financial Officer                                                          |
|                  |            (Principal Accounting Officer)                                                   |

----