<PAGE>



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

                                    --------------

                                     FORM 10-Q/A
                                   AMENDMENT NO. 1

(Mark One)
[X]   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934
      For the quarterly period ended December 31, 1996
                                          or
[ ]   TRANSACTION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
      EXCHANGE ACT OF 1934
      For the transition period from                 to


                            Commission File Number 0-23038
                                           
                               TANISYS TECHNOLOGY, INC.
                (Exact name of registrant as specified in its charter)
                                           
                                           
                    WYOMING                                  74-2675493
        (State or other jurisdiction of                    (I.R.S. Employer
         incorporation or organization)                  Identification Number)

       12201 TECHNOLOGY BLVD., SUITE 130
                AUSTIN, TEXAS 78727                              78727
     (Address of principal executive offices)                  (Zip Code)

                                    (512) 335-4440
                  Registrant's Telephone Number, Including Area Code
                                           
                                           
     Indicate by check mark whether the registrant (1) has filed all reports 
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act 
of 1934 during the preceding 12 months (or for such shorter period that the 
registrant was required to file such reports), and (2) has been subject to 
such filing requirements for the past 90 days.   /X/ Yes / / No

     Indicated below is the number of shares outstanding of the registrant's 
only class of common stock at July 09, 1997:

                                                      NUMBER OF SHARES
                       TITLE OF CLASS                   OUTSTANDING
                       --------------                   -----------
                 Common Stock, No par value             17,851,214

<PAGE>

                      TANISYS TECHNOLOGY, INC. AND SUBSIDIARIES
                                           
                                        INDEX
                                           

<TABLE>
<S>       <C>                                                                    <C>
PART I    FINANCIAL INFORMATION
Item 1.    Interim Consolidated Condensed Financial Statements (Unaudited)
           Consolidated Condensed Balance Sheets - December 31, 1996 and
           September 30, 1996...................................................  3
           Consolidated Condensed Statements of Loss - For the Three Month
           Periods Ended December 31, 1996 and 1995 ............................  4
           Consolidated Condensed Statements of Cash Flows - For the Three
           Month Periods Ended December 31, 1996 and 1995 ......................  5
           Notes to Interim Consolidated Condensed Financial Statements
           (Unaudited) .........................................................  6
Item 2.    Management's Discussion and Analysis of Financial Condition
           and Results of Operations ...........................................  9
PART II    OTHER INFORMATION
Item 1.    Legal Proceedings ................................................... 16
Item 5.    Other Information ................................................... 16
Item 6.    Exhibits ............................................................ 17
SIGNATURES ..................................................................... 15
</TABLE>

<PAGE>

PART I. FINANCIAL INFORMATION
ITEM 1. INTERIM CONSOLIDATED CONDENSED FINANCIAL STATEMENTS


                      TANISYS TECHNOLOGY, INC. AND SUBSIDIARIES
                        CONSOLIDATED CONDENSED BALANCE SHEETS
                                     (UNAUDITED)

<TABLE>
                                                                 DECEMBER 31,    SEPTEMBER 30,
                                                                     1996             1996
----------------------------------------------------------------------------------------------
<S>                                                              <C>              <C>
ASSETS
Current assets:
  Cash and cash equivalents                                      $  1,794,323     $  2,689,569
  Trade accounts receivable, net of allowance of $98,450 and        6,401,032        5,069,399 
    $84,557, respectively
  Accounts receivable from related parties                             17,691           17,691 
  Inventory                                                         2,043,833        1,804,458 
  Prepaid expense                                                     373,468          217,570 
----------------------------------------------------------------------------------------------
      Total current assets                                         10,630,347        9,798,687 
----------------------------------------------------------------------------------------------
Property and equipment, net of accumulated depreciation of         
  $1,081,516 and $906,589, respectively                             2,131,481        1,817,479 
Incorporation costs, net                                                  896            1,024 
Patents and trademarks, net                                            87,905           84,337 
Goodwill, net of accumulated amortization of $2,390,333 and 
  $1,493,958, respectively                                          4,780,665        5,677,040 
Other assets                                                           84,127           84,000 
----------------------------------------------------------------------------------------------
                                                                 $ 17,715,421     $ 17,462,567 
==============================================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY 
Current liabilities:
  Accounts payable                                               $  2,762,142     $  2,920,530 
  Accounts payable to related parties                                       -           64,618 
  Accrued liabilities                                                 582,621          929,376 
  Revolving credit note                                             4,445,851        3,075,000 
----------------------------------------------------------------------------------------------
      Total current liabilities                                     7,790,614        6,989,524 
----------------------------------------------------------------------------------------------
  Obligations under capital lease                                     111,059          123,000 
----------------------------------------------------------------------------------------------
      Total liabilities                                             7,901,673        7,112,524 
----------------------------------------------------------------------------------------------
Commitments and contingencies
Stockholders' equity:
    Share capital-Common stock, no par value, 50,000,000 shares    21,634,576       20,469,136 
    authorized, 16,626,655 and 15,978,537 shares issued and
    outstanding, at December 31, 1996 and September 30,
    1996, respectively
  Accumulated deficit                                             (11,820,828)     (10,119,093)
----------------------------------------------------------------------------------------------
      Total stockholders' equity                                    9,813,748       10,350,043 
----------------------------------------------------------------------------------------------
                                                                 $ 17,715,421     $ 17,462,567 
============================================================================================== 
</TABLE>
THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.

<PAGE>


                      TANISYS TECHNOLOGY, INC. AND SUBSIDIARIES
                      CONSOLIDATED CONDENSED STATEMENTS OF LOSS
                                     (UNAUDITED)


                                                             FOR THE THREE
                                                              MONTHS ENDED
                                                              DECEMBER 31,
                                                           1996          1995
-------------------------------------------------------------------------------
Net sales                                              $15,263,661    $  83,643
Cost of goods sold                                      13,668,236        8,969
-------------------------------------------------------------------------------
Gross profit                                             1,595,425       74,674
-------------------------------------------------------------------------------

Operating expenses:
   Research and development                                518,708      100,611
   Sales and marketing                                     697,986       73,053
   General and administrative                              859,474      298,224
   Depreciation and amortization                         1,020,590       18,692
   Bad debt expense                                         46,841            0
-------------------------------------------------------------------------------
      Total operating expenses                           3,143,599      490,580
-------------------------------------------------------------------------------
Operating loss                                          (1,548,174)    (415,906)
-------------------------------------------------------------------------------
Other income (expense):
   Interest income                                          11,709       14,589
   Interest expense                                       (165,270)          --
-------------------------------------------------------------------------------
Net loss                                               $(1,701,735)   $(401,317)
-------------------------------------------------------------------------------

Loss per weighted average common share                 $     (0.11)   $   (0.04)
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------

Weighted average number of common shares                16,163,626    9,097,305
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------


THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.


<PAGE>

                  TANISYS TECHNOLOGY, INC. AND SUBSIDIARIES
               CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                                 (UNAUDITED)


                                                       FOR THE THREE
                                                        MONTHS ENDED
                                                       DECEMBER  31,
                                                    1996          1995
-------------------------------------------------------------------------
Cash flows from operating activities:
Net loss                                         $(1,701,735)   $(401,317)
Adjustments to reconcile net loss
 to cash used in operating activities:
   Depreciation and amortization                   1,020,590       18,692
   (Increase) decrease in accounts receivable     (1,331,633)       3,986
   (Increase) decrease in inventory                 (239,375)       3,987
   Increase in prepaid expense                      (155,898)      (9,610)
   Decrease in accounts payable and
    accrued liabilities                             (569,761)     (86,744)
-------------------------------------------------------------------------
Net cash used in operating activities             (2,977,812)    (471,006)
-------------------------------------------------------------------------

Cash flows from investing activities:
   Purchase of fixed assets                         (435,690)      (7,720)
   Patents and trademark costs                        (6,094)      (8,831)
-------------------------------------------------------------------------
Net cash used in investing activities               (441,784)     (16,551)
-------------------------------------------------------------------------

Cash flows from financing activities:
   Net proceeds from issuance of common stock              -      115,000
   Draws (payments) on revolving credit
    note, net                                      1,370,851            -
   Principal payments on capital lease
    obligations                                      (11,941)           -
   Net proceeds from exercise of stock options        10,440            -
   Net proceeds from exercise of warrants          1,155,000            -
-------------------------------------------------------------------------
Net cash provided by financing activities          2,524,350      115,000
-------------------------------------------------------------------------

-------------------------------------------------------------------------
Decrease in cash and cash equivalents               (895,246)    (372,557)
Cash and cash equivalents, beginning of period     2,689,569    1,317,024
-------------------------------------------------------------------------
Cash and cash equivalents, end of period         $ 1,794,323   $  944,467
=========================================================================

Supplemental disclosure of cash flow information:
   Interest paid                                    $165,270           $0
   Interest received                                 $11,709      $14,589
Non-cash activity:
   Shares issued to related parties and
    others to satisfy accrued liabilities                 $0      $47,000


THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS.


<PAGE>
                                       
                           TANISYS TECHNOLOGY, INC.
             NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                                 (UNAUDITED)
                                       

NOTE 1:  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The accompanying financial statements present the consolidated financial 
position, results of operations and cash flows of Tanisys Technology, Inc. 
and its wholly-owned subsidiaries (the Company) as of the dates and for the 
periods indicated.  All material intercompany accounts and transactions have 
been eliminated in consolidation.

The accompanying unaudited interim consolidated condensed financial 
statements have been prepared in accordance with generally accepted 
accounting principles for interim financial information and with instructions 
to Form 10-Q and Article 10 of Regulation S-X.  Accordingly, they do not 
include all of the information and footnotes required by generally accepted 
accounting principles for complete financial statements.  It is recommended 
that these interim consolidated condensed financial statements be read in 
conjunction with the Company's restated consolidated financial statements and 
the notes thereto for the fiscal year ended September 30, 1996 contained in 
the Company's Form 10/A Amendment No. 3 to its Registration Statement on Form 
10 (SEC File No. 0-29038) filed with the Securities and Exchange Commission 
on April 25, 1997, which Form 10 Registration Statement was subsequently 
amended by Form 10/A Amendment No. 4 filed on May 9, 1997 and Form 10/A 
Amendment No. 5 filed May 12, 1997.

In the opinion of management, all adjustments, which are of a normal 
recurring nature, considered necessary to present fairly the consolidated 
financial position as of December 31, 1996, the consolidated results of 
operations for the three-month periods ended December 31, 1996 and 1995 and 
the consolidated cash flows for the three-month periods ended December 31, 
1996 and 1995 have been made.

NOTE 2: RESTATEMENT TO THE FINANCIAL STATEMENTS

The Company previously issued financial statements reflecting the 
acquisitions of 1st Tech and DarkHorse based on a $3.03 per share price for 
the Company's common shares issued.  This price was based on the closing 
price of the Company's common stock on May 21, 1996 of $5.05 discounted by 
40% to give effect to the restrictions on the shares and the risks involved 
(the "Original per Share Price").  Immediately prior to the consummation of 
the acquisitions, 1st Tech sold 1,150,000 shares of its common stock in a 
private placement offering for a cash price of $2.00 per share (the "Private 
Offering Price per Share"). The 1,150,000 shares then were converted into 
1,150,000 shares of the Company's common stock effective May 21, 1996.  Based 
upon discussions with the Securities and Exchange Commission, the Company has 
restated its financial statements utilizing a $2.00 per share price in 
recording the acquisitions.   

Goodwill originally recorded in connection with the acquisitions was 
determined as the number of shares of the Company's common stock issued to 
stockholders of 1st Tech and DarkHorse times the Original per Share Price.  
Goodwill has been restated utilizing the Private Offering Price per Share.

The Consolidated Balance Sheets and the Consolidated Statements of Loss and 
Cash Flows have been restated to reflect the foregoing item.  The following 
table sets forth selected information as originally reported and as restated 
for the fiscal quarter ended December 31, 1996: 


                                                                 
                                             Fiscal Quarter Ended
Goodwill, net                                   DECEMBER 31, 1996

<PAGE>

    As originally reported                               $ 7,104,665
    Adjustment                                           ( 2,324,000)
                                                         ------------

                     Restated Goodwill, net              $ 4,780,665
                                                         -----------

  Net loss:                     
    As originally reported                               $(2,137,485)
    Adjustment                                               435,750
                                                             -------

                     Restated net loss                   $(1,701,735)
                                                         ------------

  Net loss per share:
    As originally reported                                    $(0.13)
    Adjustment                                                  0.02
                                                                ----

                     Restated net loss per share              $(0.11)
                                                              -------

NOTE 3: RECEIVABLES

One customer accounted for a significant percentage of the Company's accounts 
receivable at December 31, 1996.  Accounts receivable from this one customer 
represented $1.8 million, or 28%, of the $6.4 million balance of accounts 
receivable at December 31, 1996. The Company's business, financial condition 
and results of operations will depend in significant part upon its ability to 
obtain orders from new customers, as well as the financial condition and 
success of its customers, the success of its customers' products and the 
general economy.  Factors affecting any of the Company's major customers and 
their respective customers could have a material adverse effect on the 
Company's business, financial condition and results of operations. See "Note 
8: Subsequent Events," below.

NOTE 4:  INVENTORY

Inventory consists of the following:
                           December 31,            September 30,
                              1996                     1996
                           ------------            -------------
Raw materials              $1,306,194               $1,343,522
Work-in-process               131,411                  203,017
Finished goods                606,228                  257,919
                           ----------               ----------
                           $2,043,833               $1,804,458

NOTE 5:  REVOLVING CREDIT NOTE

At December 31, 1996, the Company did not comply with certain financial 
covenants.  The financial institution has waived compliance with those 
covenants as of and for the three month period ended December 31, 1996.   See 
"Note 8: Subsequent Events," below. 

NOTE 6:  SHARE CAPITAL, OPTIONS AND WARRANTS

STOCK OPTIONS

During the first quarter of fiscal 1997, stock options were exercised for the 
purchase of 4,000 common shares for total gross proceeds of $10,440.

WARRANTS

During the first quarter of fiscal 1997, warrants were exercised for the 
purchase of 644,118 common shares for total gross proceeds of $1,155,000.

NOTE 7:  COMMITMENTS AND CONTINGENCIES

<PAGE>

The Company is not currently using the computer game controller technology and
the associated royalty does not relate to any of the Company's current products.

NOTE 8:  SUBSEQUENT EVENTS

SEC FORM 10 FILING

On May 12, 1997, the Securities and Exchange Commission (the "Commission") 
notified the Company that the Commission's Staff had no further comments on 
the Company's General Form for Registration of Securities on Form 10, as 
amended, which was originally filed on November 27, 1996.  Therefore, the 
Company has completed the requirements for registration under Section 12(g) 
of the Securities Exchange Act of 1934, as amended.

NASDAQ

On May 22, 1997 the Company began trading on the Nasdaq SmallCap market under 
the symbol TNSU. As a result, the Company voluntarily delisted its stock from 
the Vancouver Stock Exchange (VSE) at the close of business on June 6, 1997. 

RECEIVABLES

For the period ending March 31, 1997 the Company had a bad debt write off of 
$1.7 million for the customer referred to in Note 3 above.

REVOLVING CREDIT NOTE

At March 31, 1997, the Company had a revolving credit note at a financial 
institution which had a $5 million maximum borrowing limit until April 18, 
1997, which was to be reduced by $250 thousand each Friday until the maximum 
amount was reduced to $4 million.  The percentage of qualified accounts was 
established at 75% until April 4, 1997, 74% until April 18, 1997 and then 
would have been reduced by 1% each week through the termination date (July 1, 
1997) or upon the earlier of demand by the financial institution.  The 
revolving credit note is secured by all of the Company's assets.  Effective 
May 2, 1997, the Company entered into the Second Amendment to Amendment and 
Restatement of Credit Agreement with the financial institution.  This 
amendment established the maximum amount of the commitment at $4.5 million 
and the advance rate at 73% until the July 1, 1997 termination date of the 
revolving credit note.  The revolving credit note also was amended to allow 
the stockholders of the Company to make working capital loans which are 
subordinated to the amounts owed to the financial institution, including a 
prohibition on any repayment of such loans until the financial institution 
has been completely repaid.

On June 30, 1997, the Company's financial institution informed the Company 
that they would continue to entertain the Company's requests for loans beyond 
the July 1 termination date until July 31, 1997 at the lender's sole and 
absolute discretion so that the Company could finalize a new revolving credit 
facility with another lender. 

On June 27, 1997 the Company received approval of an $8.5 million, three-year 
revolving credit facility from a different financial institution. Borrowings 
under the line will be based on eligible accounts receivable, inventory and 
equipment values subject to the terms and conditions of the final agreement. 
While the company has received a commitment letter and the major terms and 
conditions have been agreed upon, the loan documents have not been finalized. 
Failure to secure a new line of credit could have a material adverse effect 
on the Company's business, financial condition and results of operations.

ITEM 2.
               
     THIS QUARTERLY REPORT ON FORM 10-Q CONTAINS CERTAIN FORWARD-LOOKING 
STATEMENTS AND INFORMATION RELATING TO THE COMPANY AND ITS SUBSIDIARIES (THE 
"TANISYS GROUP") THAT ARE BASED ON THE BELIEFS OF THE TANISYS GROUP'S 
MANAGEMENT AS WELL AS ASSUMPTIONS MADE BY AND INFORMATION CURRENTLY AVAILABLE 
TO THE COMPANY'S MANAGEMENT.  WHEN USED IN THIS REPORT, THE WORDS 
"ANTICIPATE," "BELIEVE," "ESTIMATE," "EXPECT," AND "INTEND" AND WORDS OR 
PHRASES OF SIMILAR IMPORT, AS THEY RELATE TO THE COMPANY OR ITS SUBSIDIARIES 
OR THE TANISYS GROUP'S MANAGEMENT, ARE INTENDED TO IDENTIFY FORWARD-LOOKING 
STATEMENTS.  

<PAGE>

SUCH STATEMENTS REFLECT THE CURRENT RISKS, UNCERTAINTIES AND ASSUMPTIONS 
RELATED TO CERTAIN FACTORS INCLUDING, WITHOUT LIMITATIONS, COMPETITIVE 
FACTORS, GENERAL ECONOMIC CONDITIONS, CUSTOMER CONCENTRATIONS, CUSTOMER 
RELATIONSHIPS AND FINANCIAL CONDITIONS, RELATIONSHIPS WITH VENDORS, THE 
INTEREST RATE ENVIRONMENT, GOVERNMENTAL REGULATION AND SUPERVISION, 
SEASONALITY, DISTRIBUTION NETWORKS, PRODUCT INTRODUCTIONS AND ACCEPTANCE, 
TECHNOLOGICAL CHANGE, CHANGES IN INDUSTRY PRACTICES, ONE-TIME EVENTS AND 
OTHER FACTORS DESCRIBED HEREIN.  BASED UPON CHANGING CONDITIONS, SHOULD ANY 
ONE OF MORE OF THESE RISKS OR UNCERTAINTIES MATERIALIZE, OR SHOULD ANY 
UNDERLYING ASSUMPTIONS PROVE INCORRECT, ACTUAL RESULTS MAY VARY MATERIALLY 
FROM THOSE DESCRIBED HEREIN AS ANTICIPATED, BELIEVED, ESTIMATED, EXPECTED OR 
INTENDED.  THE TANISYS GROUP DOES NOT INTEND TO UPDATE THESE FORWARD-LOOKING 
STATEMENTS.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF 
FINANCIAL CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

     The following is a discussion of the consolidated financial condition 
and results of operations of the Tanisys Group for the three-month periods 
ended December 31, 1996 and 1995.  It should be read in conjunction with the 
Interim Consolidated Condensed Financial Statements of Tanisys Technology, 
Inc. (the "Company") and subsidiaries (collectively known as the "Tanisys 
Group"), the Notes thereto and other financial information included elsewhere 
in this report. For purposes of the following discussion, references to year 
periods refer to the Tanisys Group's fiscal year ended September 30, 1996 and 
references to quarterly periods refer to the Tanisys Group's fiscal quarters 
ended December 31, 1996 and 1995.

     The Company was organized under the laws of the Province of British 
Columbia, Canada, on January 27, 1984, as Montebello Resources Ltd., and 
pursued oil and gas exploration in British Columbia and Manitoba, Canada.  In 
October 1992, the Company changed its name to First American Capital Group 
Inc. Unsuccessful in the exploration business, the Company became dormant 
pursuant to the rules and regulations of the Vancouver Stock Exchange 
("VSE").  During the first two quarters of 1993, the Company was reorganized 
in accordance with the rules of the VSE.  As part of this reorganization, the 
Company acquired Timespan Communications Corp. ("Timespan") and its computer 
game controller technology. Timespan, a wholly owned subsidiary of the 
Company, was dissolved as of October 23, 1996.  The Company changed its name 
to Rosetta Technologies Inc. in May 1993 and to Tanisys Technology, Inc. in 
July 1994.  Until May 21, 1996, the Company focused on research and 
development of highly specialized applications of capacitive touch sensing 
technology.

     Effective May 21, 1996, the Company acquired, through mergers with its 
wholly owned subsidiaries, all of the outstanding common stock of 1st Tech 
Corporation ("1st Tech") and DarkHorse Systems, Inc. ("DarkHorse") and began 
operations in Austin, Texas as a consolidated group of companies providing 
custom design, engineering and manufacturing services, test solutions and 
standard and custom module products to leading original equipment 
manufacturers ("OEMs") in the computer networking and telecommunications 
industries.  In consideration for the acquisitions of 1st Tech and DarkHorse, 
the Company issued 2,950,000 and 1,200,000 shares, respectively, of Common 
Stock.  Prior but subject to the consummation of the acquisitions of 1st Tech 
and DarkHorse by the Company, 1st Tech issued 1,150,000 shares of its common 
stock for $2.00 per share in an equity financing, raising a total of $2.3 
million, the proceeds of which were used to reduce short-term debt and 
provide working capital for 1st Tech.

     The Tanisys Group's net sales and gross profit increased dramatically  
in the first quarter of the current fiscal year and the last two quarters of 
fiscal year 1996, due to the acquisitions of 1st Tech and DarkHorse.  In 
fiscal 1996, revenues were $15.0 million with gross profit of $2.3 million 
(15.5% of revenue) versus fiscal 1995 revenues of $.4 million and gross 
profit of $.2 million (69.4% of revenue).  This is an increase of revenues of 
$14.6 million, in excess of 4,000%, and in gross profit of $2.1 million, more 
than 800%.  Net losses increased to $3.7 million in fiscal 1996, or 24.6% of 
gross revenues, from $2.4 million in fiscal 1995, or 681.6% of gross 
revenues.  The increases in revenues, gross profit and net losses are due 
primarily to the acquisitions of 1st Tech and DarkHorse on May 20, 1996.  
Management believes that revenues and gross profits will fluctuate due to the 
continuing oversupply of memory chips, which dramatically drives down the 
prices of the Tanisys Group's products, the continuing fluctuations in the 
cost of memory and components, the fact that many of the Tanisys' Group's 
competitors are better capitalized and can purchase inventory in sufficient 
quantities to obtain more favorable pricing, and other factors, including 
changes in pricing by suppliers and competitors and changes in the proportion 
of contract manufacturing done--where the 

<PAGE>


customer consigns the material--versus manufacturing on a turnkey 
basis--where the Tanisys Group purchases the necessary materials.  

RESULTS OF OPERATIONS

     The following table sets forth certain consolidated income data of the 
Tanisys Group expressed as a percentage of net sales (unaudited) for the 
three-month period ended December 31, 1996 and 1995:

                                                       THREE MONTH PERIOD ENDED
                                                             DECEMBER 31,      
                                                       ------------------------
                                                           1996        1995   
                                                          ------      ------- 

               Net sales                                  100.0%       100.0%
               Cost of goods sold                          89.5         10.7 
                                                          -----       ------ 
               Gross profit                                10.5         89.3 
                                                          -----       ------ 
               Operating expenses:
                 Research and development                   3.4        120.3 
                 Sales and marketing                        4.6         87.3 
                 General and administrative                 5.6        356.5 
                 Depreciation and amortization              6.7         22.3 
                 Bad Debt                                    .3          0.0 
                                                          -----       ------ 
               Total operating expenses                    20.6        586.5 
                                                          -----       ------ 

               Operating loss                             -10.1       -497.2 
               Other income (expense), net                 -1.0         17.4 
                                                          -----       ------ 
               Net loss                                   -11.1%      -479.8%
                                                          =====       ====== 

     NET SALES 

     Net sales consist of custom manufacturing services, custom memory 
modules, standard memory modules, design engineering fees, memory module test 
solutions and advanced technology services, less returns and discounts.  Net 
sales increased to $15.3 million in the first quarter of fiscal 1997 from $84 
thousand in the first quarter of fiscal 1996.  The increase in fiscal 1997 is 
primarily due to the acquisitions of 1st Tech and DarkHorse and, to a lesser 
degree, to increases in sales volume in the 1st Tech memory module product 
line.

     COST OF SALES AND GROSS PROFIT

     Cost of sales includes the costs of all components and materials 
purchased for the manufacture of products and the direct labor and overhead 
costs associated with manufacturing.  Gross profit increased to $1.6 million 
in first quarter fiscal 1997 from $75 thousand in the first quarter of fiscal 
1996.  Gross margin decreased to 10.5% in first quarter 1997 from 89.3% in 
first quarter fiscal 1996.  The increase in gross profit as well as the 
decrease in gross profit margin were due primarily to the acquisitions of 1st 
Tech and DarkHorse and the dramatic change in the types of products being 
sold by the Company before and after the acquisitions.  To a lesser extent, 
the improvement in the Company's gross profit was due to the addition of 
consignment inventory of certain memory components, shortening the 
manufacturing response time and making it possible to compete on the basis of 
timeliness of delivery rather than on price alone, while not exposing the 
Tanisys Group's assets to the risk of carrying larger inventories.

     RESEARCH AND DEVELOPMENT

     Research and development expenses consist of the costs associated with the 
design and testing of new technologies and products.  These relate primarily to 
the costs of materials, personnel, management and employee compensation and 
engineering design consulting fees.  Research and development expenses increased
to $519 thousand in first quarter fiscal 1997 from $101 thousand in first 
quarter fiscal 1996 representing an increase of 415.6% from period to period. 
The substantial increase was due primarily to the acquisitions of the additional
product lines of 1st Tech and DarkHorse and the related research and development
expenditures.

<PAGE>

     SALES AND MARKETING

     Sales and marketing expenses include all compensation of employees and 
independent sales personnel, as well as the costs of advertising, promotions, 
trade shows, travel, direct support and overhead.  Sales and marketing 
expenses increased to $698 thousand in first quarter fiscal 1997 from $73 
thousand in first quarter fiscal 1996, an 855.5% increase.  In the first 
quarter of fiscal years 1997 and 1996, sales and marketing expenses expressed 
as a percentage of revenues were 4.6% and 87.3%, respectively.  The increase 
in actual funds expended was connected with the acquisitions of the product 
lines of 1st Tech and DarkHorse.  The decrease in the expenses expressed as a 
percent was revenues is primarily caused by the significant increase in 
revenues related to the acquisitions of 1st Tech and DarkHorse.  Sales and 
marketing expenses are expected to remain approximately the same or to grow 
slightly when expressed as a percentage of revenue and to continue to 
increase significantly in terms of absolute dollars in future periods as 
revenues continue to grow. 

     GENERAL AND ADMINISTRATIVE

     General and administrative costs consist primarily of personnel costs, 
including all compensation and employee benefits, and support costs including 
utilities, insurance, professional fees and all costs associated with a 
reporting company.  General and administrative expenses increased to $859 
thousand in first quarter fiscal 1997 from $298 thousand in first quarter 
fiscal 1996, a 188.3% increase. In the first quarter of fiscal years 1997 and 
1996, general and administrative expenses expressed as a percentage of 
revenues were 5.6% and 356.5% respectively.  The increase in actual funds 
expended in fiscal 1997 is primarily due to the acquisitions of 1st Tech and 
DarkHorse.  The decrease in expenses expressed as a percentage of revenues is 
primarily caused by the significant increase in revenues related to the 
acquisitions of 1st Tech and DarkHorse and, to a lesser extent, to the 
institution of cost controls on general and administrative expenses.  The 
absolute dollar expenses associated with the general and administrative area 
are expected to increase significantly in future periods due to anticipated 
continued growth in business activity and increased costs associated with 
being a reporting company.  The general and administrative expenses are not 
expected to grow significantly in future periods when expressed as a 
percentage of revenue.

     DEPRECIATION AND AMORTIZATION

     Depreciation and amortization includes the depreciation for all fixed 
assets exclusive of those used in the manufacturing process and included as 
part of "Cost of Sales" and the amortization of intangibles, including 
goodwill incurred in the acquisitions of 1st Tech and DarkHorse.  
Depreciation and amortization increased to $1.0 million in first quarter 
fiscal 1997 from $19 thousand in first quarter fiscal 1996.  The substantial 
increase is due primarily to the amortization of the goodwill recorded in 
conjunction with the acquisitions of 1st Tech and DarkHorse.  

     OTHER INCOME (EXPENSE), NET

     Net other income (expense), net consists primarily of interest income 
less interest expense.  Interest expense is attributable to borrowings from a 
bank credit line.  Substantially all of the interest expense relates to 
credit line draws made for short-term inventory requirements and to fund 
accounts receivable.  Interest income relates to investment of available cash 
in short-term interest bearing accounts and cash equivalent securities.  The 
Company had no debt and earned interest on its available cash until its May 
21, 1996 acquisitions of 1st Tech and DarkHorse. Thereafter, the Tanisys 
Group incurred net interest expense due to the increased balances of 
inventories and accounts receivable.  The Tanisys Group expects to continue 
to require borrowings to fund growth in inventories and accounts receivable 
in the future and therefore expects to continue to reflect net interest 
expense.

     PROVISION FOR INCOME TAXES

     The Company has never paid income taxes and at September 30, 1996 had a 
net operating loss carryover of $4.3 million.  While there can be no 
assurance that the Tanisys Group will generate the taxable income required to 
use all or any part of the carryover prior to the expiration of the 
carryover, the Tanisys Group would be able to incur taxable income in the 
carryover period equal to the total loss carryover without the payment of 
taxes.  The existing carryover expires 15 years after the year in which it 
was incurred.  

<PAGE>

Therefore, if the carryover is not used to offset future taxable income, the 
net operating loss carryover at September 30, 1996 will expire in fiscal 
years 2010 ($2.5 million) and 2011 ($1.8 million).

     The availability of the net operating loss carryover and future tax 
deductions to reduce taxable income is subject to various limitations under 
the Internal Revenue Code of 1986, as amended (the "Code"), in the event of 
ownership change as defined in Section 382 of the Code.  This section states 
that after reorganization or other change in corporate ownership, the use of 
certain carryovers may be significantly limited or prohibited.  There are two 
kinds of ownership changes that can trigger carryover limitation: an 
ownership change involving a 5% stockholder and any tax-free reorganization.  
In either case, one or more 5% stockholders must have increased their 
percentage of ownership in the corporation by more than 50% over the 
pre-change ownership percentage, generally within three years of ownership 
change.  The Tanisys Group does not believe that an IRS Code Section 382 
limitation currently exists.

LIQUIDITY AND CAPITAL RESOURCES

     Since inception, the Company has used funds generated from operations, 
equity financings, capital leases, vendor credits and certain bank borrowings 
to support its operations, acquire capital equipment and finance inventory 
acquisitions and accounts receivable balances.  During the first quarter 
fiscal 1997, the Company generated $2.5 million in net cash from financing 
activities versus $.1 million in the first quarter fiscal 1996.  The $2.5 
million in fiscal 1997 consisted of $1.2 million from the exercise of 
warrants and options to purchase common stock and $1.4 million of net draws 
on the Company's revolving credit note.

     Subsequent to the May 21, 1996 acquisitions, the Tanisys Group has 
utilized the funds acquired in equity financings of its Common Stock in 1995, 
the exercise of warrants, exercise of stock options, capital leases, 
operating leases, vendor credits, certain bank borrowings and funds generated 
from operations to support its operations, carry on research and development 
activities, acquire capital equipment, finance inventories, accounts 
receivable balances  and pay its general and administrative expenses.  There 
have been no further offerings or issuances of unregistered securities other 
than in connection with the issuance of common stock upon the exercise of  
warrants and stock options.  At December 31, 1996 the Tanisys Group had 
$1.794 million of cash and $2.840 million of working capital.  

     The Company had two customers with a total of $2.2 million in accounts 
receivable which were not in compliance with the agreed payment terms at 
December 31, 1996.  Of this amount $1.7 million from one customer was written 
off as of March 31, 1997 while the balance from the other customer was 
collected. Until collection can be made, the Company will be required to use 
virtually all of its cash and cash equivalents to carry these accounts. 
Accounts over 90 days are excluded from the borrowing base and reduced the 
available credit under the revolving credit note referenced in "Note 4" of 
notes to the consolidated financial statements.

     The Tanisys Group had a $6 million revolving credit note at a financial 
institution bearing interest at the financial institution's prime rate plus a 
percentage between one and three percent (8.25% as of December 31, 1996) 
depending upon a ratio which is calculated monthly.  This revolving credit 
note was due on the earlier of demand or when note matured June 30, 1998 and 
was secured by all the Company's asset.  Draws were made as necessary from 
funds available for borrowing, which were limited to the lower of the 
commitment amount or a borrowing base amount calculated based on certain 
levels of accounts receivable.  At December 31, 1996 $4.4 million was 
outstanding and there were no additional borrowings available under the 
revolving credit note.  The revolving credit note has certain restrictions 
concerning, among other things, the payment of dividends, additional debt and 
material changes in management and requires the Tanisys Group to maintain 
certain minimum financial ratios including a minimum net worth and minimum 
current ratio.  As of  December 31, 1996, the Tanisys Group did not comply 
with certain financial covenants.  The financial institution waived 
compliance with the covenants as of and for the three months ended December 
31, 1996.  In connection with the granting of the waivers, the Company agreed 
with the financial institution to phase the total amount of the revolving 
credit note down to $4 million over a eight week period beginning on February 
21, 1997, and to reduce the percentage of qualified accounts receivable 
included in the borrowing base from 80% to 70% by 1% per week for five weeks 
and then 1% per month over the subsequent five month period. 

     On March 21, 1997 the Company and the financial institution entered into 
the First Amendment to Amendment and Restatement of Credit Agreement whereby 
the company had a $5 million maximum borrowing limit until April 18, 1997, 
which was reduced by $250 thousand each Friday until the maximum amount was 
reduced to $4 million.  The percentage of qualified accounts was established 
at 75% until April 4, 

<PAGE>

1997, 74% until April 18, 1997, and then was to be reduced by 1% each week 
through the termination date, July 1, 1997, or upon the earlier of demand by 
the financial institution, and was secured by all the Company's assets. 
Effective May 2, 1997, the Tanisys Group entered into the Second Amendment to 
Amendment and Restatement of Credit Agreement with the financial institution. 
This amendment established the maximum amount of the commitment at $4.5 
million and the advance rate at 73% until July 1, 1997, the termination date 
of revolving credit note. The revolving credit note also was amended to allow 
the stockholders of the Company to make working capital loans which are 
subordinated to the amounts owed to the financial institution, including a 
prohibition on any repayment of such loans until the financial institution 
has been completely repaid.  Draws are made as necessary from funds available 
for borrowing, which are limited to the lower of the commitment amount or a 
borrowing base amount calculated based on certain levels of accounts 
receivable. The revolving credit note has certain restrictions concerning, 
among other things, the payment of dividends, additional debt and material 
changes in management and requires the Tanisys Group to maintain a minimum 
net worth, and earnings before interest, taxes, depreciation and amortization 
is required to be an amount greater than zero.

     On June 30, 1997, the Company's financial institution informed the 
Company that they would continue to entertain the Company's requests for 
loans beyond the July 1 termination date until July 31, 1997 at the lender's 
sole and absolute discretion so that Company could finalize a new revolving 
credit facility with another lender. 

     On June 27, 1997 the Company received approval of an $8.5 million, three-
year revolving credit facility from a different financial institution.  
Borrowings under the line will be based on eligible accounts receivable, 
inventory and equipment values subject to the terms and conditions of the 
final agreement.  While the company has received a commitment letter and the 
major terms and conditions have been agreed upon, the loan documents have not 
been finalized.

     Capital expenditures totaled approximately $436 thousand and $8 thousand 
in the first quarter of fiscal years 1997 and 1996, respectively.  These 
expenditures were primarily for the purchase of manufacturing equipment, test 
equipment and the expansion of manufacturing facilities.  The Tanisys Group 
plans to spend approximately $2 million in the remainder of fiscal 1997 in 
capital expenditures for additional manufacturing capacity through working 
capital, operating leases and capital leases.

     The Tanisys Group has entered into certain capital lease arrangements.  
The outstanding principal on these obligations at December 31, 1996 was $163 
thousand.  

     The Tanisys Group believes that its existing funds, anticipated cash 
flow from operations and amounts available from future vendor credits, bank 
borrowings, the exercise of outstanding warrants issued in prior equity 
financings, and equity financings will be sufficient to meet its working 
capital and capital expenditure needs for the next 12 months.  There is no 
assurance that the Company will be able to locate an alternate source or 
sources for the required increase in its outstanding debt or that it will be 
successful in its attempts to raise a sufficient amount of funds in a 
subsequent equity offering or offerings.  In such event, the Company's 
inability to raise needed funds could have a material adverse effect on the 
Company.

SIGNIFICANT CUSTOMER CONCENTRATION 

     A significant percentage of the Tanisys Group's net sales is produced by 
a relatively small number of customers.  In the first quarter of fiscal 1997 
and 1996, the ten largest customers accounted for approximately 73% and 66% 
of net sales, respectively.  In the first quarter of fiscal 1997,  three 
customers each produced more than 10% of net sales, 18.4%, 16.9%, and 14.9%.  
No single customer produced as much as 10% of net sales during the first 
quarter of fiscal 1996.  While the Company expects to continue to be 
dependent on a relatively small number of customers for a significant 
percentage of its net sales, there can be no assurance that any of the top 
ten customers in fiscal 1997 will continue to utilize the Company's products 
or services.  The actual customers producing the sales are different between 
the two periods, and the Company expects this type of variation of volume of 
purchases from a particular customer to continue throughout this fiscal year.

     The Company in general has no firm long-term volume commitments from its 
customers and generally enters into individual purchase orders with its 
customers.  Customer purchase orders are subject to change, cancellation or 
delay with little or no consequence to the customer.  Therefore, the Company 
has experienced such changes and cancellations and expects to continue to do 
so in the future.  The replacement of canceled, delayed or reduced purchase 
orders with new business cannot be assured.  The Company's 

<PAGE>

business, financial condition and results of operations will depend 
significantly on its ability to obtain purchase orders from existing and new 
customers, upon the financial condition and success of its customers, the 
success of customer's products and the general economy.  Factors affecting 
the industries of the Company's major customers could have a material adverse 
effect on the Company's business, financial condition and results of 
operations.  

<PAGE>

                                 SIGNATURES

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

                                       TANISYS TECHNOLOGY, INC.


Date:  July  09, 1997                  By:  /s/ JOE O. DAVIS
                                          -------------------------------------
                                        Joe O. Davis
                                        SENIOR VICE PRESIDENT AND
                                        CHIEF FINANCIAL OFFICER
                                        (Duly authorized and Principal 
                                        Financial Officer)

Date:  July  09, 1997                  By:  /s/ DONALD R. TURNER
                                          -------------------------------------
                                        Donald R. Turner
                                        CORPORATE CONTROLLER
                                        (Duly authorized and Principal 
                                        Accounting Officer)



<PAGE>

                         PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

     At the date hereof, there are no pending, or to the best knowledge of 
the Company, threatened matters involving litigation involving the Company.

ITEM 5.  OTHER INFORMATION

     None.



<PAGE>

ITEM 6.  EXHIBITS.


<TABLE>
EXHIBIT
NUMBER                                 DESCRIPTION                                            PAGE
-------                                -----------                                            ----
<S>                                        <C>                                                <C>
3.1            Articles of  Continuance dated June 30, 1993 (Exhibit 3.1 to Form 10
               Registration Statement filed November 27, 1996)

3.2            Articles of Amendment to Articles of Continuance dated July 11, 1994
               (Exhibit 3.2 to Form 10 Registration Statement filed November 27, 1996)

3.3            Articles of Amendment dated April 28, 1995 (Exhibit 3.3 to Form 10
               Registration Statement filed November 27, 1996

3.4            Articles of Amendment dated April 15, 1996 (Exhibit 3.4 to Form 10
               Registration Statement filed November 27, 1996.

3.5            Restated Bylaws of the Company (Exhibit 3.5 to Form 10 Registration
               Statement filed November 27, 1996)

4.1            Form of Warrant Agreement dated May 17, 1995 (Exhibit 4.1 to Form 10
               Registration Statement filed November 26, 1996

4.2            Form of Class B Warrant (Exhibit 4.2 to Form 10 Registration Statement
               filed November 27, 1996

4.3            Share Purchase Warrant Certificate dated October 13, 1995 (Exhibit 4.3
               to Form 10 Registration Statement filed November 27, 1996)

4.4            Form of Warrant Agreement dated as of December 20, 1995 (Exhibit 4.4
               to Form 10 Registration Statement filed November 27, 1996)

4.5            Form of Class C Warrant (Exhibit 4.5 to Form 10 Registration Statement
               filed November 27, 1996)

4.6            Specimen of Common Stock Certificate (Exhibit 4.6 to Form 10
               Registration Statement filed November 27, 1996)

11.1           Statement regarding Computation of Per Share Earnings (filed herewith)

27.1           Financial Data Schedule (filed herewith)
</TABLE>