**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**WASHINGTON,
      D.C. 20549**





**FORM
      10-Q**





**x**
            **QUARTERLY
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
                1934**For
                the quarterly period ended September 30, 2008** ̈**
            **TRANSITION
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT of
                1934**For
                the transition period from______ to ______________Commission
                file number 000-105778





**JUMA
                TECHNOLOGY CORP.**(Exact
                Name of Registrant as Specified in its
                Charter)




Delaware
            
            68-0605151(State
                or other jurisdiction of incorporation
              or
                organization)
            
            (I.R.S.
                Employer Identification No.)





**154
                TOLEDO STREET, FARMINGDALE, NY 11735**
            
            **11735**(Address
                of Principal Executive Offices)
            
            (Zip
                Code)





**(631)
                300-1000**(Registrant’s
                telephone number, including area
                code)





Check
      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





Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, a non-accelerated filer, or a smaller reporting company.
      See
      definitions of “large accelerated filer,” “accelerated filer,” and “smaller
      reporting company” in Rule 12b-2 of the Exchange Act. (Check one):





Large
                accelerated filer ̈
            Accelerated
                filer ̈Non-accelerated
                filer ̈(Do not check if a smaller reporting company)
            Smaller
                reporting companyþ





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act). Yes  ̈ No x





Indicate
      the number of shares outstanding of each of the issuer’s classes of common
      equity, as of the latest practicable date. 46,093,945 Common
      Shares as of November 10, 2008









**TABLE
      OF CONTENTS**





Page**PART
                I – FINANCIAL INFORMATION****Item
                1.**
            **Financial
                Statements**Condensed
                Consolidated Balance Sheet as of September 30, 2008 and December
                31,
                2007
            3Condensed
                Consolidated Statement of Operations for the three and nine months
                ended
                September 30, 2008 and 2007
            4Condensed
                Consolidated Statement of Cash Flows for the nine months ended September
                30, 2008 and 2007
            5Notes
                to Condensed Consolidated Financial Statements
            6-18**Item
                2.**
            **Management’s
                Discussion and Analysis of Financial Condition and Results of
                Operations**Results
                of Operations for the three and nine months ended September 30, 2008
                and
                2007
            19-22Liquidity
                and Capital Resources
            22-25**Item
                3.**
            **Quantitative
                and Qualitative Disclosures about Market Risk**
            25**Item
                4.**
              **and
                4T.**
            **Controls
                and Procedures**
            25-26**PART
                II – OTHER INFORMATION****Item
                1.**
            **Legal
                Proceedings**
            27**Item
                1A.**
            **Risk
                Factors**
            27**Item
                2.**
            **Unregistered
                Sales of Equity Securities and Use of Proceeds**
            27**Item
                3.**
            **Defaults
                Upon Senior Securities**
            27**Item
                4.**
            **Submission
                of Matters to Vote of Security Holders.**
            27**Item
                5.**
            **Other
                Information**
            27**Item
                6.**
            **Exhibits**
            28Signatures
            29Certifications
            30 –
                35




-
          2 -




**PART
      I - FINANCIAL INFORMATION**


**Item
      1. Financial Statements**


**Juma
      Technology Corp. and Subsidiaries**


**Condensed
      Consolidated Balance Sheet**





**September 30,**
              **2008**
            
            **December 31,**
              **2007**(Unaudited)
            
            (Audited)ASSETSCurrent
                assets:Cash
            
            $
            410,677
            
            $
            302,889Accounts
                receivable, (net of allowance of $358,292 and $0,
                respectively)
            
            
            2,987,982
            
            
            3,775,360Inventory
            
            
            162,543
            
            
            184,357Prepaid
                expenses
            
            
            37,877
            
            
            100,180Other
                current assets
            
            
            267,973
            
            
            312,051Total
                current assets
            
            
            3,867,052
            
            
            4,674,837Fixed
                assets, (net of accumulated depreciation of $343,984 and $540,344,
                respectively)
            
            
            1,594,343
            
            
            1,686,189Other
                assets:Security
                deposits
            
            
            86,127
            
            
            101,700Total
                assets
            
            $
            5,547,522
            
            $
            6,462,726LIABILITIES
                AND STOCKHOLDERS' DEFICIENCYCurrent
                liabilities:Notes
                payable
            
            $
            299,776
            
            $
            -Convertible
                notes payable, (net of discount of $15,278 and $219,444,
                respectively)
            
            
            534,723
            
            
            905,556Current
                portion of capital leases payable
            
            
            216,028
            
            
            196,720Accounts
                payable
            
            
            2,604,297
            
            
            2,564,353Accrued
                expenses and taxes payable
            
            
            1,805,495
            
            
            552,006Deferred
                revenue
            
            
            214,181
            
            
            654,032Total
                current liabilities
            
            
            5,674,500
            
            
            4,872,667Capital
                leases payable, net of current maturities
            
            
            244,014
            
            
            397,256Notes
                payable
            
            
            86,825
            
            
            -Convertible
                notes payable, (net of discount of $198,042 and $484,376,
              respectively)
            
            
            6,801,957
            
            
            3,615,624Total
                liabilities
            
            
            12,807,296
            
            
            8,885,547Commitments
                and contingenciesStockholders'
                deficiencySeries
                A Preferred stock, $0.0001 par value, 8,333,333 shares
                authorized,
              8,333,333
                shares issued and outstanding, respectively
            
            
            833
            
            
            833Series
                B Preferred stock, $0.0001 par value, 1,666,667 shares
                authorized,
              1,310,500
                and 0 shares issued and outstanding, respectively
            
            
            131
            
            
            -Common
                stock, $0.0001 par value, 900,000,000 shares authorized,
              45,524,685
                and 43,943,950 shares issued and outstanding, respectively
            
            
            4,552
            
            
            4,394Additional
                paid in capital
            
            
            19,457,611
            
            
            15,342,357Retained
                deficit
            
            
            (26,722,901
            )
            
            (17,770,405
            )Total
                stockholders' deficiency
            
            
            (7,259,774
            )
            
            (2,422,821
            )Total
                liabilities and stockholders' deficiency
            
            $
            5,547,522
            
            $
            6,462,726





The
      accompanying notes are an integral part of these Condensed Consolidated
      Financial Statements.




-
          3 -




**Juma
      Technology Corp. and Subsidiaries**


**Condensed
      Consolidated Statement of Operations**


**For
      the three and nine months ended September 30,**





**Three months**
              **ended**
              **September 30,**
              **2008**
            
            **Three months**
              **ended**
              **September 30,**
              **2007**
            
            **Nine months**
              **ended**
              **September 30,**
              **2008**
            
            **Nine months**
              **ended**
              **September 30,**
              **2007**Sales
            
            $
            5,825,309
            
            $
            3,296,938
            
            $
            15,436,935
            
            $
            9,537,002Cost
                of goods sold
            
            
            3,965,952
            
            
            2,920,460
            
            
            11,539,452
            
            
            8,244,510Gross
                margin
            
            
            1,859,357
            
            
            376,478
            
            
            3,897,483
            
            
            1,292,492Operating
                expensesSelling
            
            
            348,972
            
            
            874,269
            
            
            1,406,077
            
            
            2,183,545Research
                and development
            
            
            239,581
            
            
            232,936
            
            
            629,103
            
            
            410,027Goodwill
                impairment
            
            
            -
            
            
            (425,779
            )
            
            204,600
            
            
            1,569,480Consulting
            
            
            -
            
            
            715,000
            
            
            -
            
            
            715,000General
                and administrative
            
            
            3,564,999
            
            
            2,211,681
            
            
            8,186,773
            
            
            4,279,743Total
                operating expenses
            
            
            4,153,552
            
            
            3,608,107
            
            
            10,426,553
            
            
            9,157,795(Loss)
                from operations
            
            
            (2,294,195
            )
            
            (3,231,629
            )
            
            (6,529,070
            )
            
            (7,865,303
            )Amortization
                of discount on notes
            
            
            (107,078
            )
            
            (2,973,220
            )
            
            (655,538
            )
            
            (2,973,220
            )Interest
                (expense), net
            
            
            (290,636
            )
            
            (69,439
            )
            
            (633,677
            )
            
            (138,042
            )(Loss)
                before income taxes
            
            
            (2,691,909
            )
            
            (6,274,288
            )
            
            (7,818,285
            )
            
            (10,976,565
            )(Benefit)/Provision
                for income taxes
            
            
            20,312
            
            
            -
            
            
            22,011
            
            
            (306,783
            )Net
                (loss)
            
            $
            (2,712,221
            )
            $
            (6,274,288
            )
            $
            (7,840,296
            )
            $
            (10,669,782
            )Deemed
                preferred stock dividend
            
            
            -
            
            
            -
            
            
            1,112,200
            
            
            -Net
                (loss) attributable to common shareholders
            
            $
            (2,712,221
            )
            $
            (6,274,288
            )
            $
            (8,952,496
            )
            $
            (10,669,782
            )Basic
                and diluted net (loss) per share
            
            $
            (0.06
            )
            $
            (0.15
            )
            $
            (0.20
            )
            $
            (0.25
            )Weighted
                average common shares outstanding
            
            
            44,718,084
            
            
            43,120,864
            
            
            44,206,378
            
            
            42,275,329





The
      accompanying notes are an integral part of these Condensed Consolidated
      Financial Statements.




-
          4 -




**Juma
      Technology Corp. and Subsidiaries**


**Condensed
      Consolidated Statements of Cash Flows**


**For
      the nine months ended September 30,**





**2008**
            
            **2007**Operating
                ActivitiesNet
                loss
            
            $
            (7,840,296
            )
            $
            (10,669,782
            )Adjustments
                to reconcile net (loss) to net cash (used) by operating
                activities:Depreciation
                expense
            
            
            514,736
            
            
            126,117Deferred
                taxes
            
            
            -
            
            
            (306,783
            )Stock
                option compensation expense
            
            
            559,038
            
            
            166,416Common
                stock issued for services
            
            
            -
            
            
            715,000Amortization
                of discount on notes payable
            
            
            655,538
            
            
            2,973,220Foregiveness
                of debt
            
            
            -
            
            
            (425,779
            )Bad
                debt expense
            
            
            230,120
            
            
            -Amortization
                of loan costs
            
            
            54,602
            
            
            -Impairment
                of goodwill derived from notes
            
            
            204,600
            
            
            -Loss
                on early extiguishment of debt
            
            
            795,091
            
            
            -Common
                stock issued for interest
            
            
            209,500
            
            
            -Changes
                in operating assets and liabilities:Accounts
                receivable
            
            
            557,258
            
            
            778,253Inventory
            
            
            21,814
            
            
            (339,699
            )Prepaid
                expenses
            
            
            62,303
            
            
            (78,425
            )Other
                current assets
            
            
            114,476
            
            
            18,122Security
                deposit
            
            
            15,573
            
            
            (137,218
            )Accounts
                payable and accrued expenses
            
            
            1,316,433
            
            
            (743,398
            )Deferred
                revenue
            
            
            (439,851
            )
            
            140,097Net
                cash flows (used) by operating activities
            
            
            (2,969,065
            )
            
            (7,783,859
            )Investing
                ActivitiesAcquisition
                of fixed assets
            
            
            (216,713
            )
            
            (202,596
            )Note
                receivable
            
            
            -
            
            
            251,041Acquisition
                of Nectar, net of cash
            
            
            -
            
            
            1,438,061Net
                cash flows (used) provided by investing activities
            
            
            (216,713
            )
            
            1,486,506Financing
                ActivitiesIssuance
                of preferred stock
            
            
            -
            
            
            5,000,000Costs
                on preferred stock
            
            
            -
            
            
            (331,114
            )Proceeds
                from loan
            
            
            -
            
            
            215,000Proceeds
                from issuance of convertible promissory notes
            
            
            2,900,000
            
            
            2,225,000Proceeds
                from stock option exercise
            
            
            2,500
            
            
            -Proceeds
                from long-term debt
            
            
            -
            
            
            52,660Proceeds
                from warrant exercise
            
            
            1,250,000
            
            
            -Repayment
                of convertible promissory notes
            
            
            (575,000
            )
            
            -Repayment
                of capital leases payable
            
            
            (133,934
            )
            
            -Repayment
                of loan
            
            
            (150,000
            )
            
            (810,668
            )Repayment
                of long-term debt
            
            
            -
            
            
            (69,948
            )Subscription
                receivable
            
            
            -
            
            
            18,427Net
                cash flows provided by financing activities
            
            
            3,293,566
            
            
            6,299,357Net
                change in cash
            
            
            107,788
            
            
            2,004Cash,
                beginning of period
            
            
            302,889
            
            
            191,470Cash,
                end of period
            
            $
            410,677
            
            $
            193,474Supplemental
                Cash Flow Information:Interest
                paid
            
            $
            279,290
            
            $
            131,101Income
                taxes paid
            
            
            21,711
            
            
            455NONCASH
                INVESTING ACTIVITYImpairment
                of goodwill derived from notes receivable/payable (net)
            
            $
            204,600
            
            $
            -Acquisition
                of fixed assets through capital leases
            
            
            -
            
            
            66,593Fixed
                assets acquired through the issuance of notes and warrants
            
            
            206,177
            
            
            -





The
      accompanying notes are an integral part of these Condensed Consolidated
      Financial Statements.




-
          5 -




**Juma
      Technology Corp. and Subsidiaries**


**Notes
      to Condensed Consolidated Financial Statements**


**September
      30, 2008**





NOTE
      1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
      POLICIES





Organization




Juma
      Technology, LLC, was formed in the State of New York on July 12, 2002. On
      November 14, 2006, Juma Technology, LLC consummated an agreement with X and
      O
      Cosmetics, Inc. to merge 100% of its member interests (“Reverse Merger”) in
      exchange for 33,250,731 shares of common stock in X and O Cosmetics, Inc. The
      transaction was treated for accounting purposes as a recapitalization by Juma
      Technology, LLC as the accounting acquirer.





Prior
      to
      the Reverse Merger, there were 259,830,000 shares of our common stock
      outstanding. As part of the Reverse Merger, 33,250,731 shares of our common
      stock were issued to former members of Juma Technology, LLC and their
      affiliates, and our former officer and director, Glen Landry returned
      251,555,731 of his 256,500,000 shares of common stock back to treasury; after
      giving effect to this share cancellation, there were 8,274,269 shares of common
      stock outstanding at the time of the reverse merger. Following the transaction
      there were 41,535,000 shares of common stock issued and outstanding .





On
      January 28, 2007, X and O Cosmetics, Inc. changed its name to Juma Technology
      Corp.





Juma
      Technology Corp. (the “Company”) is a highly specialized convergence systems
      integrator with a complete suite of services for the implementation and
      management of an entity’s data, voice and video requirements. The Company is
      focused on providing converged communications solutions for various vertical
      markets with an emphasis in driving long-term professional services engagements,
      maintenance, monitoring and management contracts. The Company utilizes several
      different technologies in order to provide its expertise and solutions to
      clients across a broad spectrum of business-critical requirements, regardless
      of
      the objectives. The Company also offers telephone carrier services that enhance
      functionality and increase fault-tolerance while providing for robust business
      continuity via disaster recovery mechanisms. Its flagship offering allows
      Internet Protocol PBX’s to be interconnected within a client’s global network
      and to the Public Switched Telephone Network in thirty minutes or less,
      regardless of the PBX manufacturer.





The
      Company also operates a wholly-owned subsidiary, AGN Networks, Inc. (“AGN”)
      which was acquired on March 6, 2007 utilizing another wholly-owned subsidiary
      of
      the Company, Juma Acquisition Corp. (“Juma Acquisition”). In February 2008, AGN
      Networks, Inc. changed its name to Nectar Services Corp.
      (“Nectar”).




-
          6 -


**Juma
        Technology Corp. and Subsidiaries**
 **Notes
        to Condensed Consolidated Financial Statements**
 **September
        30, 2008**





NOTE
      1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
      (continued)





While
      the
      Company operates through different subsidiaries, management believes that all
      such subsidiaries constitute a single operating segment since the subsidiaries
      have similar economic characteristics.





The
      financial statements include the accounts of the Company and its wholly-owned
      subsidiaries Nectar and Juma Acquisition. All material intercompany balances
      and
      transactions have been eliminated in the consolidated financial
      statements.





The
      accompanying interim condensed consolidated financial statements have been
      prepared, without audit, in accordance with the instructions to Form 10-Q for
      interim financial reporting pursuant to the rules and regulations of the
      Securities and Exchange Commission. While these statements reflect all normal
      recurring adjustments which are, in the opinion of management, necessary for
      a
      fair presentation of the results of the interim period, they do not include
      all
      of the information and footnotes required by U.S. generally accepted accounting
      principles for complete financial statements. Therefore, the interim condensed
      consolidated financial statements should be read in conjunction with the
      consolidated financial statements and notes included in the Company’s annual
      report filed on Form 10-KSB for the fiscal year ended December 31,
      2007.





The
      results and trends on these interim condensed consolidated financial statements
      for the three and nine months ended September 30, 2008 and 2007 may not be
      representative of those for the full fiscal year or any future
      periods.





Revenue
      Recognition





The
      Company derives revenue primarily from the sale and service of communication
      systems and applications. The Company recognizes revenue when persuasive
      evidence of an arrangement exists, delivery has occurred, the fee is fixed
      and
      determinable, collectability is reasonably assured, contractual obligations
      have
      been satisfied, and title and risk of loss have been transferred to the
      customer. Revenues from the sales of products that include installation services
      are recognized on the percentage of completion basis pursuant to the provisions
      of Statement of Position No. 81-1, "Accounting for Performance of
      Construction-type and Certain Production-type Contracts" and Accounting Research
      Bulletin ("ARB") No. 45, "Long-term Construction-type Contracts".




-
          7 -


**Juma
        Technology Corp. and Subsidiaries**
 **Notes
        to Condensed Consolidated Financial Statements**
 **September
        30, 2008**




NOTE
      1 – ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
      (continued)





For
      each
      contract, the Company compares the costs incurred in the course of performing
      such contract during a reporting period to the total estimated costs of full
      performance of the contract and recognizes a proportionate amount of revenue
      for
      such period. Revenue from the sales of products that include installation
      services is recognized at the time the products are installed, after
      satisfaction of all the terms and conditions of the underlying customer
      contract. The Company also derives revenue from maintenance services, including
      services provided under contracts and on a time and materials basis. Maintenance
      contracts typically have terms that range from one to five years. Revenue from
      services performed under maintenance contracts is deferred and recognized
      ratably over the term of the underlying customer contract or at the end of
      the
      contract, when obligations have been satisfied. For services performed on a
      time
      and materials basis, revenue is recognized upon performance of the services.
      The
      Company also earns commissions on maintenance contracts. Commissions are
      recognized as revenue over the term of the related maintenance
      contract.





Inventory





Inventory,
      which consists of finished goods, is valued at the lower of cost or market.
      The
      first-in, first-out method is used to value the inventory.





Earnings
      Per Share





Basic
      earnings per share are calculated by dividing net income (loss) by the weighted
      average of common shares outstanding during the year. Diluted earnings per
      share
      is calculated by using the weighted average of common shares outstanding
      adjusted to include the potentially dilutive effect of outstanding stock
      options, warrants, convertible loans and other convertible securities utilizing
      the treasury stock method. There were 33,764,961 and 35,156,908 potentially
      dilutive shares for the three and nine months ended September 30, 2008,
      respectively. There were 6,862,481 and 7,778,675 potentially dilutive shares
      for
      the three and nine months ended September 30, 2007, respectively. The effect
      of
      the potentially dilutive shares has been ignored, as it would be
      antidilutive.





Reclassifications





Certain
      amounts included for the period ended September 30, 2007 in the financial
      statements have been reclassified to conform to the presentation for the period
      ended September 30, 2008.




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          8 -


**Juma
        Technology Corp. and Subsidiaries**
 **Notes
        to Condensed Consolidated Financial Statements**
 **September
        30, 2008**




NOTE
      2 – ACCOUNTS RECEIVABLE





Accounts
      receivable consists of the following:





September 30, 2008
            
            December 31, 2007Billed
            
            $
            2,424,562
            
            $
            2,339,223Unbilled
                (costs in excess of billings and allowance)
            
            
            563,420
            
            
            1,436,137$
            2,987,982
            
            $
            3,775,360





We
      make
      ongoing estimates relating to the collectability of our accounts receivable
      and
      maintain an allowance for estimated losses resulting from the inability of
      our
      customers to make required payments. Estimates used in determining accounts
      receivable allowances are based on specific customer account reviews and
      historical experience of credit losses. We also apply judgment including
      assessments about changes in economic conditions, concentration of receivables
      among customers and industries, recent write-off trends, rates of bankruptcy,
      and credit quality of specific customers. Unanticipated changes in the financial
      condition of customers, the resolution of various disputes, or significant
      changes in the economy could impact the reserves required. As of September
      30,
      2008 and December 31, 2007 the allowance for doubtful accounts was $358,291
      and
      $0, respectively.





NOTE
      3 – NOTE RECEIVABLE





On
      December 15, 2006, the Company loaned $250,000 to AGN Networks, Inc. a Florida
      corporation (“AGN”), pursuant to the terms of a Promissory Note (the “Note”).
      The Note is unsecured and bears interest at the rate of 8% per annum payable
      to
      the Company on or about December 15, 2007. On March 6, 2007, the Company entered
      into and closed on an agreement and plan of merger with AGN, and as a result,
      AGN has become a wholly-owned subsidiary of the Company. Pursuant to the terms
      of the merger agreement, the Company forgave $125,000 of the Note, which was
      assumed by Avatel Technologies, Inc.





On
      September 18, 2007, an addendum to the merger agreement between the Company
      and
      AGN stated, among other items, that if the Company does not acquire the business
      of Avatel Technologies, Inc. then the forgiveness of the $125,000 is void and
      the $125,000 would be payable to the Company upon written notice.




-
          9 -


**Juma
        Technology Corp. and Subsidiaries**
 **Notes
        to Condensed Consolidated Financial Statements**
 **September
        30, 2008**




NOTE
      4 – ACQUISITION OF AGN NETWORKS, INC.





On
      March
      6, 2007, the Company completed the acquisition of AGN through the merger of
      AGN
      into a newly formed wholly-owned subsidiary of the Company, Juma
      Acquisition ,
      pursuant to an Agreement and Plan of Merger, dated March 6, 2007 (the
      "Agreement"). In accordance with the terms and provisions of the Agreement,
      in
      exchange for all of the capital stock of AGN, the Company paid a total of
      $200,000 to Mr. Ernie Darias and Mr. Albert Rodriquez (the "AGN shareholders").
      This amount was paid by issuing ninety day promissory notes to each of Mr.
      Darias and Mr. Rodriquez. In addition, the Agreement provides that Juma will
      forgive $125,000 of the loan previously made to AGN. Also, the Company issued
      an
      aggregate of 320,000 shares of common stock to the shareholders of AGN in
      connection with the Agreement. The Company committed that the 320,000 shares
      will have a value of at least $640,000 one year from the date of the Agreement
      or the Company will issue to the AGN shareholders a two-year promissory note
      reflecting the difference between the value of the 320,000 shares and $640,000.
      The Company also paid off certain obligations of AGN to Avatel Technologies,
      Inc., an entity owned by certain shareholders of AGN, in the aggregate amount
      of
      $675,000 by paying $200,000 in cash and by issuing a promissory note for the
      balance. The Company has entered into an employment agreement with Mr.
      Rodriquez. The Employment Agreement with Mr. Rodriquez is for a term of two
      years and a base salary of $125,000 per annum.





On
      September 18, 2007, an Addendum (the “Addendum”) was added to the Agreement. The
      Addendum stated that AGN would pay an additional $188,216 towards obligations
      due to Avatel Technologies, Inc. in exchange for the forgiveness of any
      intercompany loans or claims that Avatel Technologies, Inc. and its shareholders
      may have against the Company or AGN. The Addendum also stated that $125,000
      of
      the Note which was forgiven would be payable to the Company, at any time, if
      the
      Company does not acquire the business of Avatel Technologies, Inc. (See Note
      3)





Associated
      with the acquisition of AGN the Company recorded goodwill of $1,870,259, which
      was deemed impaired in March 2007. In September 2007, a reduction to the
      impaired goodwill of $425,779 was recorded. This adjustment to the impaired
      goodwill is related to the Addendum and the forgiveness of any intercompany
      loans. As of September 30, 2007, the impaired goodwill was
      $1,444,480.





In
      March
      2008, the Company recorded a loan for $329,600 to the shareholders of AGN,
      pursuant to the agreement. This loan bears interest at a rate of 7.5%, and
      principal and interest are payable in quarterly instalments over two years.
      Concurrent with the execution of this loan, the Company exercised its right
      to
      receive the $125,000 due to the Company based on the Addendum signed on
      September 18, 2007. The net effect of these transactions resulted in an
      adjustment to the purchase price and the creation of goodwill of $204,600,
      which
      was deemed impaired.




-
          10 -


**Juma
        Technology Corp. and Subsidiaries**
 **Notes
        to Condensed Consolidated Financial Statements**
 **September
        30, 2008**





NOTE
      5
–CONVERTIBLE NOTES PAYABLE





During
      May 2006, the Company issued two promissory notes for $75,000 each. Interest
      on
      these notes accrues at 2%, and the notes mature on or before August 22, 2006
      or
      upon receipt or gross proceeds of at least $250,000 from the sale of any debt
      or
      equity securities. During July 2006, the Company received gross proceeds of
      over
      $250,000 in debt and triggered the default interest rate of 8%, and the holder
      of the promissory notes has extended the maturity date to December 31, 2006.
      During August 2007, the holder of the notes converted both notes and all accrued
      interest into 326,450 shares of common stock.





On
      February 7, 2007, the Company began offering up to $2,000,000 of Convertible
      Promissory Notes (“Notes”). The Notes are non-interest bearing, mature in
      eighteen months and are convertible, at the holders option, into common stock
      of
      the Company at $1.00 per share. Each investor will also receive one-half share
      of common stock for each dollar of the principal amount of the Notes purchased.
      As of March 31, 2008, the Company has sold $2,225,000 in Notes. Of this amount,
      $100,000 has been converted into common stock; $575,000 has been repaid and
      the
      notes cancelled; and $1,000,000 bearing annual interest of 14% was exchange
      for
      a new note of $1,000,000 bearing annual interest of 14% and 1,065,790 shares
      of
      the Company’s common stock as further described below. In
      connection with the reporting of these convertible notes, the Company has not
      recorded a beneficial conversion feature as the conversion price was in excess
      of the stock price on the date the notes were entered into. The Company has
      recorded a discount of $741,667 to record the cost of the shares issued in
      lieu
      of interest.





On
      July
      28, 2008 the holder of $1,000,000 of convertible promissory notes comprised
      of a
      $500,000 note with a maturity date in October 2008 and another $500,000 note
      with a maturity date in December 2008 exchanged these notes for new convertible
      promissory notes with face value $1,000,000 maturing in December 2009 and
      1,065,790 shares of the Company’s common stock. The new notes bear interest at
      an annual rate of 14% and are convertible into shares of common stock at a
      conversion price of $0.67 per share. The new notes were valued at $1,119,110
      and
      the value of the notes and the common stock issued exceeded the carrying value
      of the old notes by $795,091, which was recorded as an early extinguishment
      of
      debt.





On
      August
      16, 2007, The Company signed a $5,000,000, 6% convertible promissory note with
      Vision Opportunity Master Fund, Ltd. (a managing director of Vision Opportunity
      Master Fund, Ltd. is a director of the Company). Interest on the note is
      due quarterly and matures within nine months. The note also carries a Mandatory
      Conversion Option which calls for conversion of the note into Convertible
      Preferred Stock once the Company is approved to issue preferred stock. The
      conversion price for this mandatory conversion is $0.60 per share. The
      Convertible Preferred stock is convertible into Common Stock of the Company
      at a
      1:1 ratio and carries a 6% dividend.




-
          11 -


**Juma
        Technology Corp. and Subsidiaries**
 **Notes
        to Condensed Consolidated Financial Statements**
 **September
        30, 2008**


NOTE
      5
–CONVERTIBLE NOTES PAYABLE (continued)





The
      note
      also carries an optional conversion, at the right of the holder, into Common
      Stock at $0.60 per share. The note also calls for the issuance of Series A,
      Series B, and Series C warrants and a potential future investment at the option
      of the holder. During September 2007, Vision converted the promissory note
      into
      8,333,333 shares of Series A Convertible Preferred Stock.





In
      connection with the issuance of the warrants and beneficial conversion feature,
      the Company has reflected a value at the date of issuance for the warrants
      of
      $1,622,452 and a beneficial conversion feature value of $1,351,187. The fair
      value of the warrant grant was estimated on the date of the grant using the
      Black-Scholes option-pricing model with the following weighted average
      assumptions: expected volatility of 15%, risk free interest rate of 6%; and
      expected lives of between one and five years. The value of the beneficial
      conversion feature has been expensed during the quarter ended September 30,
      2007, as the notes were exercisable immediately.





On
      November 29, 2007, the Company entered into a Note and Warrant Purchase
      Agreement with Vision Opportunity Master Fund, Ltd. (“Purchaser”) with respect
      to the sale of notes in an aggregate principal amount of up to $6,000,000.
      Also
      on November 29, 2007, the Company entered into Amendment No. 1 to the Note
      Purchase Agreement. Under the Note Purchase Agreement, as amended, the Company
      executed and delivered to Vision Opportunity Master Fund, Ltd.: (a) the
      Company’s $2,500,000 principal amount, senior secured 10% convertible promissory
      note; (b) the Company’s $600,000 principal amount, senior secured 10%
      convertible promissory note; (c) one warrant to purchase an aggregate of
      7,300,000 shares of the Company’s common stock; and (d) one warrant to purchase
      an aggregate of 1,000,000 shares of the Company’s common stock. The
      notes
      mature in November 2010, and the warrants expire in November 2012.





In
      connection with the issuance of the warrants and convertible notes, the Company
      has reflected a value at the date of issuance for the warrants of $1,578,452
      and
      a beneficial conversion feature value of $250,596. The fair value of the
      warrants was estimated on the date of the grant using the Black-Scholes
      option-pricing model with the following weighted average assumptions: expected
      volatility of 15%, risk free interest rate of 6%; and term of between one and
      five years.





On
      March
      7, 2008, the Company closed the second tranche under the Note Purchase
      Agreement. The Company issued an additional convertible promissory note to
      the
      Purchaser in the principal amount of $1,450,000. The notes accrue interest
      at
      10% per annum from the date of issuance and mature in November 2010. In
      connection with this second tranche the Company has recorded a beneficial
      conversion feature of $46,774 which has been expensed since the notes are
      convertible into common stock at any time.




-
          12 -


**Juma
        Technology Corp. and Subsidiaries**
 **Notes
        to Condensed Consolidated Financial Statements**
 **September
        30, 2008**





NOTE
      5
–CONVERTIBLE NOTES PAYABLE (continued)




On
      June 20, 2008, the Company closed the third
      tranche under the Note Purchase Agreement.





The
      Company issued an additional convertible promissory note to the Purchaser in
      the
      principal amount of $1,450,000. The
      notes
      accrue interest at 10% per annum from the date of issuance and mature in
      November 2010.





The
      Notes
      accrue interest at 10% per annum from the date of issuance, and are payable,
      at
      the Company’s option, in cash or shares of its common stock, quarterly in
      arrears commencing on **** December
      31, 2007, March 31, 2008 and June 30, 2008, respectively. The maturity date
      of
      the Notes is November 2010. The Note contains various events of default such
      as
      failing to make a payment of principal or interest when due, which if not cured,
      would require the Company to repay the holder immediately the outstanding
      principal sum of and any accrued interest on the Notes. Each Note requires
      the
      Company to prepay under the Note if certain “Triggering Events” or “Major
      Transactions” occur while the Note is outstanding. The holders of the Notes are
      entitled to convert the Notes into shares of the Company’s common stock at any
      time based on the fixed conversion price of $0.75 per share





Also,
      on
      June 20, 2008, the Company made several amendments to the convertible notes
      outstanding with aggregate principal amount $6,000,000 issued under the
      agreement dated November 29, 2007, including a reduction in the conversion
      price
      per share from $0.75 to $0.60. In addition, the exercise price of the warrants
      outstanding to purchase an aggregate 8,300,000 shares of common stock issued
      under the same agreement was reduced from $0.90 to $0.72. At the same time
      the
      Company and the holder entered into an agreement whereby the holder tendered
      all
      the warrants to purchase an aggregate 8,300,000 shares of common stock and
      the
      Company issued 498,000 shares of Series B Convertible Preferred Stock to the
      holder. All the warrants tendered were cancelled.





Using
      the
      Black Scholes method it was determined that the reduction in the conversion
      price per share under the convertible notes from $0.75 to $0.60 resulted in
      an
      increase in the fair value of the associated conversion options of $341,000.
      The
      increase in the fair value of the conversion options was recorded as a reduction
      in the carrying value of the convertible notes and an increase in additional
      paid-in capital. The resulting discount on the convertible notes will be
      amortized to interest expense over the remaining life of the notes. An expected
      volatility of 55% and risk free interest rate of 2.88% were used when applying
      the Black Scholes method.





The
      issuance of 498,000 shares of Series B Convertible Preferred Stock resulted
      in a
      beneficial conversion feature in the amount of $1,112,200, which was recorded
      as
      a deemed dividend to preferred shareholders. The fair value of the exchanged
      warrants before the reduction in exercise price was used to value the preferred
      stock when calculating the beneficial conversion feature. The fair value of
      the
      warrants was calculated using the Black Scholes method with expected volatility
      of 55% and risk free interest rate of 3.57%.




-
          13 -


**Juma
        Technology Corp. and Subsidiaries**
 **Notes
        to Condensed Consolidated Financial Statements**
 **September
        30, 2008**





NOTE
      5
–CONVERTIBLE NOTES PAYABLE (continued)





In
      order
      to facilitate the issuance of the Series B Convertible Preferred Stock, the
      Company first filed with the Delaware Secretary of State a Certificate Reducing
      the Number of Authorized Shares of Series A Convertible Preferred Stock from
      10,000,000 shares to 8,333,333 shares and then the Company filed with the
      Delaware Secretary of State a Certificate of Designation of the Relative Rights
      and Preferences of the Series B Convertible Preferred Stock. Under the
      Certificate of Designation, 1,666,667 shares of the Company’s authorized
      preferred stock have been designated as Series B Convertible Preferred
      Stock.





On
      August
      15, 2008 the expiration date of the series C warrants to purchase 2,777,778
      shares of common stock at $0.90 per share issued in August 2007 was extended
      from August 16, 2008 to October 16, 2008. The extension of the expiration date
      resulted in a reduction of the amount of additional paid-in capital allocated
      to
      warrants.





On
      September 12, 2008 the exercise price of the series A warrants to purchase
      8,333,333 shares of common stock was reduced from $0.90 per share to $0.72
      per
      share. At the same time all these warrants were exchanged for 500,000 shares
      of
      series B convertible preferred stock.





On
      September 12, 2008, the exercise price of the series B warrants was reduced
      from
      $1.35 per share to $0.75 per share. At the same time the number of shares that
      can be purchased with these warrants was increased from 2,777,778 to 6,250,000.
      These modifications resulted in an increase in the amount of additional paid-in
      capital allocated to warrants.




On
      September 12, 2008, the exercise price under the series C warrants was increased
      from $0.90 to $4.00; the class of stock receivable upon exercise of the series
      C
      warrants was changed from common to series B convertible preferred stock; the
      number of series C warrants outstanding was deceased from 2,777,778 to 625,000.
      These modifications resulted in an increase in the amount of additional paid-in
      capital allocated to warrants. In addition, and the holders exercised 312,500
      series C warrants, receiving 312,500 shares of series B convertible preferred
      stock in exchange for $1,250,000.





In
      connection with the Vision Transactions, the Company is in technical default
      of
      the registration requirements and has recorded $100,000 for costs associated
      with this default in accordance with EITF 00-19-2, “Accounting for Registration
      Payment Agreements”.




-
          14 -


**Juma
        Technology Corp. and Subsidiaries**
 **Notes
        to Condensed Consolidated Financial Statements**
 **September
        30, 2008**




NOTE
      6
      - CAPITAL LEASE OBLIGATIONS





CitiCorp
      Vendor Finance, Inc.




The
      Company leases software and computer equipment under capital lease arrangements
      with CitiCorp Vendor Finance, Inc. Pursuant to the lease, the lessor retains
      actual title to the leased property until the termination of the lease, at
      which
      time the property can be purchased for one dollar.





The
      lease
      dated June 2, 2006 is for software and computer equipment for the Company.
      The
      term of the lease is sixty months with monthly payments of $3,461, which is
      equal to the cost to amortize $172,187 over a five-year period at an interest
      rate of 7.6% per annum.





Var
      Resources Inc.




The
      Company leases computer equipment under capital lease arrangements with Var
      Resources, Inc. Pursuant to the lease, the lessor retains actual title to the
      leased property until the termination of the lease, at which time the property
      can be purchased for one dollar.





There
      are
      five leases dated November 19, 2007 for software and computer equipment used
      at
      the Company’s various data centers. The terms of the leases are thirty-six
      months with total monthly payments of $8,600, which is equal to the cost to
      amortize $253,174 over a 3-year period at an interest rate of 13.5% per
      annum.





Hitachi
      Data Systems




The
      Company leases software and computer equipment under capital lease arrangements
      with Hitachi Data Systems. Pursuant to the lease, the lessor retains actual
      title to the leased property until the termination of the lease, at which time
      the property can be purchased for one dollar.





The
      lease
      dated December 31, 2007 is computer equipment used at the Company’s various data
      centers. The term of the lease is thirty-six months with monthly payments of
      $4,296.04, which is equal to the cost to amortize $130,658 over a 3-year period
      at an interest rate of 11.3% per annum.





Key
      Bank




The
      Company leases software and computer equipment under capital lease arrangements
      with Key Bank. Pursuant to the lease, the lessor retains actual title to the
      leased property until the termination of the lease, at which time the property
      can be purchased for one dollar.




-
          15 -


**Juma
        Technology Corp. and Subsidiaries**
 **Notes
        to Condensed Consolidated Financial Statements**
 **September
        30, 2008**




NOTE
      6
      - CAPITAL LEASE OBLIGATIONS (continued)





The
      lease
      dated June 20, 2007 is for software and licenses for the Company. The term
      of
      the lease is twenty-four months with monthly payments of $6,055, which is equal
      to the cost to amortize $119,253 over a 2-year period at an interest rate of
      19.7% per annum.




NOTE
      7 – LEASE COMMITMENTS





The
      Company leases its Farmingdale, NY (from a related party) and New York, NY
      premises pursuant to individual sublease agreements accounted for as operating
      leases. The lease on the Farmingdale, NY premises expires on May 31, 2016,
      and
      the lease on the New York, NY premises lease expires on November 30, 2011.
      Both
      premises are under a non-cancelable operating lease.





The
      Deerfield Beach, FL location was vacated on June 30, 2008, and a lease
      termination agreement was executed with the landlord. The lease termination
      agreement calls for a fee of $60,000 with a $20,000 payment due on July 1,
      2008,
      and the remaining amount to be paid ratably over a twelve month period. The
      Burlington, NJ, location was vacated in August 2008.





The
      Company also has operating leases for office equipment. The operating leases
      are
      for forty-eight months and expire April 30, 2011.





NOTE
      8 – STOCK OPTIONS





On
      January 28, 2007 the Company adopted the 2006 Stock Option Plan of Juma
      Technology Corp., (the “the 2006 Plan”). The Plan provides for up to 6,228,750
      shares of incentive and non-qualified options that may be granted to employees,
      directors and certain key affiliates. Under the Plan, incentive options may
      be
      granted at not less than the fair market value on the date of grant and
      non-statutory options may be granted at or below fair market value. The Company
      wishes to utilize the Plan to attract, maintain and develop management by
      encouraging ownership of the Company's Common Stock by key employees, directors,
      and others. Options under the Plan will be either “incentive options” under
      Section 422A of the Internal Revenue Code of 1986, as amended, or “non-qualified
      stock options” which are not intended to so qualify.





At
      September 30, 2008, the Company has 6,072,250 stock options to officers,
      employees and consultants outstanding at exercise prices ranging from $0.50
      to
      $1.33 per share under the 2006 Plan. These options carry a ten year term and
      vest ratably over five years. The options vested during the first twelve months
      shall not be available to the optionee until the first anniversary of the stock
      option grant. Options for officers are issued at a 15% premium over fair market
      value,




-
          16 -


**Juma
        Technology Corp. and Subsidiaries**
 **Notes
        to Condensed Consolidated Financial Statements**
 **September
        30, 2008**




NOTE
      8 – STOCK OPTIONS (continued)





carry
      a
      five year life and vest ratably over one year. Using the Black-Scholes pricing
      model the Company has determined that the fair value of these options is
      approximately $1,029,026.





On
      August
      31, 2007 the Company adopted the 2007 Stock Option Plan of Juma Technology
      Corp., (the “2007 Plan”).The Plan provides for up to 6,228,750 shares of
      incentive and non-qualified options that may be granted to employees, directors
      and certain key affiliates. Under the Plan, incentive options may be granted
      at
      not less than the fair market value on the date of grant and non-statutory
      options may be granted at or below fair market value. The Company wishes to
      utilize the Plan to attract, maintain and develop management by encouraging
      ownership of the Company's Common Stock by key employees, directors, and others.
      Options under the Plan will be either “incentive options” under Section 422A of
      the Internal Revenue Code of 1986, as amended, or “non-qualified stock options”
which are not intended to so qualify.





At
      September 30, 2008, the Company has 6,050,000 stock options to officers,
      employees and consultants outstanding at exercise prices ranging from $0.52
      to
      $0.60 per share under the 2007 Plan. These options carry a ten year term and
      vest ratably over various terms. The options vested during the first twelve
      months shall not be available to the optionee until the first anniversary of
      the
      stock option grant. Options for officers are issued at a 15% premium over fair
      market value, carry a five year life and vest ratably over various terms. Using
      the Black-Scholes pricing model the Company has determined that the fair value
      of these options is approximately $635,991 based on expected volatility of
      20%,
      expected term between five and ten years and risk-free interest between 2.96%
      and 3.74%.





NOTE
      9 – PREFERRED STOCK





In
      July
      2007, the Board of Directors approved an amendment to the
      Company's certificate of incorporation to authorize 10,000,000 shares of
      $0.0001 par value preferred stock.





On
      August
      16, 2007, the Company signed a $5,000,000, 6% convertible promissory note with
      Vision Opportunity Master Fund, Ltd (“Vision”). Interest on the note is due
      quarterly and matures within nine months. The note also carries a Mandatory
      Conversion Option which calls for conversion of the note into Convertible
      Preferred Stock once the Company is approved to issue preferred stock. The
      conversion price for this mandatory conversion is $0.60 per share. The Series
      A
      Convertible Preferred stock is convertible into Common Stock of the Company
      at a
      1:1 ratio and carries a 6% dividend. The note also carries an optional
      conversion, at the right of the holder, into Common Stock at $0.60 per share.
      The note also calls for the issuance of Series A, Series B, and Series C
      warrants and a potential future investment at the option of the holder. During
      September 2007, Vision converted the promissory note into 8,333,333 shares
      of
      Series A Convertible Preferred Stock.




-
          17 -


**Juma
        Technology Corp. and Subsidiaries**
 **Notes
        to Condensed Consolidated Financial Statements**
 **September
        30, 2008**


NOTE
      9 – PREFERRED STOCK (continued)





On
      June
      20, 2008, the Company issued 498,000 shares of Series B Convertible Preferred
      Stock to Vision Opportunity Master Fund in exchange for warrants to purchase
      8,300,000 shares of the Company’s common stock. All the warrants tendered were
      cancelled. The Series B Convertible Preferred stock is convertible into Common
      Stock of the Company at a 10:1 ratio.





In
      order
      to facilitate the issuance of the Series B Convertible Preferred Stock, the
      Company first filed with the Delaware Secretary of State a Certificate Reducing
      the Number of Authorized Shares of Series A Convertible Preferred Stock from
      10,000,000 shares to 8,333,333 shares and then the Company filed with the
      Delaware Secretary of State a Certificate of Designation of the Relative Rights
      and Preferences of the Series B Convertible Preferred Stock. Under the
      Certificate of Designation, 1,666,667 shares of the Company’s authorized
      preferred stock have been designated as Series B Convertible Preferred
      Stock.





On
      September 12, 2008, 8,333,333 series A warrants to purchase common stock were
      exchanged for 500,000 shares for series B convertible preferred
      stock.





On
      September 12, 2008, 312,500 series C warrants were exercised, resulting in
      the
      issuance of 312,500 shares of series B convertible preferred stock in exchange
      for cash payment of $1,250,000.





As
      of
      September 30, 2008, there were $320,548 in accrued unpaid dividends on the
      series A convertible preferred stock.





NOTE
      10 – PURCHASE OF SOFTWARE FOR NOTE PAYABLE AND WARRANTS





On
      May
      28, 2008, the Company purchased exclusive rights to software that is embedded
      in
      one of Nectar’s products for $100,000 in cash paid on closing, a note payable
      with principal amount of $200,000, and warrants to purchase an aggregate 150,000
      shares of the Company’s common stock. The note does not bear interest and is
      payable in four consecutive monthly payments of $50,000 with the first payment
      due thirty days after the date of purchase.





One
      warrant was issued to purchase 100,000 shares of common stock at an exercise
      price of $1.00 per share. The warrants expire five years after the date of
      purchase and may be exercised at any time before the expiration date. Another
      warrant was issued to purchase 50,000 shares of common stock at an exercise
      price of $1.25 per share. The warrant expires five years after the date of
      purchase and may be exercised at any time before the expiration date. The
      warrants were assigned a value of $6,177 using the Black Scholes
      method.




-
          18 -




**Item
                2.**
            **Management’s
                Discussion and Analysis of Financial Condition and Results of
                Operation**





**Forward-Looking
      Statements**




Historical
      results and trends should not be taken as indicative of future operations.
      Management’s statements contained in this Report that are not historical facts
      are forward-looking statements. Actual results may differ materially from those
      included in the forward-looking statements. Forward-looking statements, which
      are based on certain assumptions and describe future plans, strategies and
      expectations of the Company, are generally identifiable by use of the
      words “believe,” “expect,” “intend,” “anticipate,” “estimate,” “project,”
“prospects,” or similar expressions. The Company’s ability to predict results or
      the actual effect of future plans or strategies is inherently uncertain. Factors
      which could have a material adverse affect on the operations and future
      prospects of the Company on a consolidated basis include, but are not limited
      to: changes in economic conditions, legislative/regulatory changes, availability
      of capital, interest rates, competition, significant restructuring and
      acquisition activities, and generally accepted accounting principles. These
      risks and uncertainties should be considered in evaluating forward-looking
      statements and undue reliance should not be placed on such statements. Further
      information concerning the Company and its business, including additional
      factors that could materially affect the Company’s financial results, is
      included herein and in the Company’s other filings with the SEC.





Information
      regarding market and industry statistics contained in this Report is included
      based on information available to the Company that it believes is accurate.
      It
      is generally based on industry and other publications that are not produced
      for
      purposes of securities offerings or economic analysis. We have not reviewed
      or
      included data from all sources, and cannot assure investors of the accuracy
      or
      completeness of the data included in this Report. Forecasts and other
      forward-looking information obtained from these sources are subject to the
      same
      qualifications and the additional uncertainties accompanying any estimates
      of
      future market size, revenue and market acceptance of products and services.
      The
      Company does not undertake any obligation to publicly update any forward-looking
      statements. As a result, investors should not place undue reliance on these
      forward-looking statements.





**Results
      of Operations for the three months ended September 30, 2008 and
      2007**





Revenues
      for the three months ended September 30, 2008 increased $2,528,371 or 77% to
      $5,825,309, compared with revenues of $3,296,938 for the three months ended
      September 30, 2007. The increase in revenues was predominantly due to increased
      sales to new and existing customers.





Cost
      of
      goods sold for the three months ended September 30, 2008 increased $1,045,492
      or
      36% to $3,965,952, compared to $2,920,460 for the three months ended September
      30, 2007. The increase is related to: (i) the increase in sales and (ii) the
      increase in costs associated with Nectar.




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          19 -




Gross
      margin for the three months ended September 30, 2008 increased $1,482,879 or
      394% to $1,859,357, compared to $376,478 for the three months ended September
      30, 2007. The increase is related to the increase in sales and more efficient
      project management offset by cost of sales incurred by Nectar.





Selling
      expenses decreased by $525,297 or 60% to $348,972 for the three months ended
      September 30, 2008, compared to $874,269 for the three months ended September
      30, 2007. The decrease was predominantly due to: (i) a decrease in marketing
      efforts and (ii) a decrease in sales expenses for Nectar.





Research
      and development expenses increased by $6,645 or 3% to $239,581 for the three
      months ended September 30, 2008, compared to $232,936 for the three months
      ended
      September 30, 2007. All research and development expenses were incurred by
      Nectar. The Company believes that research and development costs will begin
      to
      decrease as the Nectar platform and product offerings are sold into the
      market.





The
      goodwill, which is associated with the acquisition of AGN, was deemed impaired
      at the time of the acquisition. This goodwill impairment was adjusted during
      the
      three months ended September 30, 2007 due to an addendum to the purchase
      contract which forgave any and all intercompany loans with the prior
      shareholders or affiliated entities. This forgiveness of debt resulted in a
      reduction to the goodwill of $1,619,480.





During
      the three months ended September 30, 2007, the Company retained the services
      of
      a consultant to assist the Company in obtaining financing and/or acquisition
      targets. As compensation for these services the consultant was issued common
      stock valued at $715,000.





General
      and administrative expenses increased by $1,353,318 or 61% to $3,564,999 for
      the
      three months ended September 30, 2008, compared to $2,211,681 for the three
      months ended September 30, 2007. In July 2008 the Company incurred a charge
      of
      $795,091 due to the early extinguishment of a convertible promissory note with
      face value of $1,000,000 when it issued a new convertible promissory note with
      face value of $1,000,000 and 1,065,790 shares of common stock.





In
      the
      three months ended September 30, 2007, the Company recorded a discount on a
      convertible note which totaled $2,973,220.





Interest
      expense (net) totaled $290,636 for the three months ended September 30, 2008
      compared to $69,439 for the comparable period in 2007. The increase is primarily
      attributable to interest expense associated with the issuance of additional
      convertible promissory notes.





The
      Company experienced a net loss of $2,712,221 for the three months ended
      September 30, 2008 compared to a net loss of $6,274,288 for the comparable
      period in 2007. Currently Nectar incurs significant operational and development
      expenses that management believes will continue for the foreseeable future.
      Nectar generated a net loss of $771,874 for the three months ended September
      30,
      2008. The Company expects Nectar’s loss to continue until new sales outpace the
      current level of costs.




-
          20 -




**Results
      of Operations for the nine months ended September 30, 2008 and
      2007**





Revenues
      for the nine months ended September 30, 2008 increased $5,899,933 or 62% to
      $15,436,935, compared with revenues of $9,537,002 for the nine months ended
      September 30, 2007. The increase in revenues was predominantly due to increased
      sales to new and existing customers.





Cost
      of
      goods sold for the nine months ended September 30, 2008 increased $3,294,942
      or
      40% to $11,539,452, compared to $8,244,510 for the nine months ended
      September 30, 2007. The increase is related to the increase in sales and the
      increase in costs associated with Nectar which was not present for the entire
      comparable period in 2007.





Gross
      margin for the nine months ended September 30, 2008 increased $2,604,991 or
      202%
      to $3,897,483, compared to $1,292,492 for the nine months ended September 30,
      2007. The increase is related to the increase in sales and more efficient
      project management offset by cost of sales incurred by Nectar which were not
      present for the entire comparable period in 2007.





Selling
      expenses decreased by $777,468 or 36% to $1,406,077 for the nine months ended
      September 30, 2008, compared to $2,183,545 for the nine months ended September
      30, 2007. The decrease was predominantly due to a decrease in marketing efforts
      and a decrease in sales force personnel.





Research
      and development expenses increased to $629,103 for the nine months ended
      September 30, 2008 compared to $410,027 for the nine months ended September
      30,
      2007. This increase is directly attributable to Nectar. The Company believes
      that research and development costs will begin to decrease as the Nectar
      platform and product offerings are sold into the market.





The
      goodwill, which is associated with the acquisition of AGN, was deemed impaired
      at the time of the acquisition. This goodwill impairment was adjusted during
      the
      three months ended March 31, 2008 due to a loan which was created due to a
      provision in the purchase contract offset by an addendum to the purchase
      contract which allowed for a receivable which entitled the Company to a refund
      of a deposit on a potential acquisition. These items resulted in additional
      goodwill impairment of $204,600 during the nine months ended September 30,
      2008.





During
      the nine months ended September 30, 2007, the goodwill associated with the
      acquisition of AGN was deemed impaired at the time of the acquisition. This
      goodwill impairment was adjusted due to an addendum to the purchase contract
      which forgave any and all intercompany loans with the prior shareholders or
      affiliated entities. This forgiveness of debt resulted in a reduction to the
      goodwill impairment of $425,779, which left a total of $1,444,480.




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          21 -





During
      the nine months ended September 30, 2007, the Company retained the services
      of a
      consultant to assist the Company in obtaining financing and/or acquisition
      targets. As compensation for these services the consultant was issued common
      stock valued at $715,000.





General
      and administrative expenses increased by $3,907,030 or 91% to $8,186,773 for
      the
      nine months ended September 30, 2008, compared to $4,279,743 for the nine months
      ended September 30, 2007. The increase is primarily attributable to an increase
      in general and administrative salary expense, which increased due to an increase
      in the number of employees. In July 2008 the Company incurred a charge of
      $795,091 due to the early extinguishment of a convertible promissory note with
      face value of $1,000,000 when it issued a new convertible promissory note with
      face value of $1,000,000 and 1,065,790 shares of common stock. Stock option
      expense also increased.





In
      the
      nine months ended September 30, 2007, the Company recorded a discount on a
      convertible note which totaled $2,973,220.





Interest
      expense (net) totaled $633,677 for the nine months ended September 30, 2008
      compared to $138,042 for the comparable period in 2007. The increase is
      primarily attributable to interest expense associated with the issuance of
      additional convertible promissory notes.





A
      provision for income taxes of $22,011 was recorded for the nine months ended
      September 30, 2008 compared to a benefit of $306,783 for the nine months ended
      September 30, 2007. This benefit is primarily due to a reversal of a deferred
      tax liability generated by a change in reporting net income for tax purposes
      from the cash basis to the accrual basis.





The
      Company experienced a net loss of $7,840,296 for the nine months ended September
      30, 2008 compared to net loss of $10,669,782 for the comparable period in 2007.
      Currently Nectar does not generate sufficient revenues to offset its operational
      and development expenses. During the nine months ended September 30, 2008,
      Nectar generated a net loss of $2,475,943. The Company expects these losses
      to
      continue until revenue from new sales exceeds the current level of
      costs.





**Liquidity
      and Capital Resources**





As
      of
      September 30, 2008, the Company had total current assets of $3,867,052, and
      total current liabilities of $5,674,500, resulting in a current working capital
      deficit of $1,807,448. Also, at September 30, 2008 the Company had $410,677
      in
      cash. Management does not believe that these amounts will be sufficient for
      the
      upcoming year, nor does it believe that the current business will be able to
      sustain the anticipated growth of the operations. Management will attempt to
      rely on external sources of capital to finance the execution of our business
      plan. We do not have any firm commitments to raise additional capital nor is
      there any assurance additional capital will be available at acceptable terms.
      We
      continue to seek additional sources of funding for working capital purposes.
      On
      February 7, 2007, the Company began offering up to $2,000,000 of Convertible
      Promissory Notes (“Notes”). The Notes are non-interest bearing, mature in
      eighteen months and are convertible, at the holders option, into common stock
      of
      the Company at $1.00 per share. Each investor will also receive one-half share
      of common stock for each dollar of the principal amount of the Notes purchased.
      As of September 30, 2007, the Company has sold $2,225,000 in Notes. Of this
      amount $100,000 has been converted into common stock; $575,000 has been repaid
      and the notes cancelled; and $1,000,000 bearing annual interest of 14% was
      exchanged for a new convertible note of $1,000,000 bearing annual interest
      of
      14% and 1,065,790 shares of the Company’s common stock as further described
      below. There can be no assurance that any more Notes will be sold under the
      previously described private placement of the Company’s securities.




-
          22 -




On
      July
      28, 2008 the holder of $1,000,000 of convertible promissory notes comprised
      of a
      $500,000 note with maturity date in October 2008 and another $500,000 note
      with
      a maturity date in December 2008 exchanged these notes for new convertible
      promissory notes with face value $1,000,000 maturing in December 2009 and
      1,065,790 shares of the Company’s common stock. The new notes bear interest at
      an annual rate of 14% and are convertible into shares of common stock at a
      conversion price of $0.67 per share. The new notes were valued at $1,119,110
      and
      the value of the notes and the common stock issued exceeded the carry value
      of
      the old notes by $795,091, which was recorded as an early extinguishment of
      debt.





On
      August
      16, 2007, the Company signed a $5,000,000, 6% convertible promissory note with
      Vision Opportunity Master Fund, Ltd. Interest on the note is due quarterly
      and
      matures within nine months. The note also carries a Mandatory Conversion Option
      which calls for conversion of the note into Convertible Preferred Stock once
      the
      Company is approved to issue preferred stock. The conversion price for this
      mandatory conversion is $0.60 per share. The Series A Convertible Preferred
      stock is convertible into Common Stock of the Company at a 1:1 ratio and carries
      a 6% dividend. The note also carries an optional conversion, at the right of
      the
      holder, into Common Stock at $0.60 per share. The note also calls for the
      issuance of Series A, Series B, and Series C warrants and a potential future
      investment at the option of the holder. During September 2007, Vision converted
      the promissory note into 8,333,333 shares of Series A Convertible Preferred
      Stock.





On
      November 29, 2007, the Company entered into a Note and Warrant Purchase
      Agreement with Vision Opportunity Master Fund, Ltd. (“Purchaser”) with respect
      to the sale of Notes in an aggregate principal amount of up to $6,000,000.
      Also
      on November 29, 2007, the Company entered into Amendment No. 1 to the Note
      Purchase Agreement. Under the Note Purchase Agreement, as amended, the Company
      executed and delivered to Vision Opportunity Master Fund, Ltd. (a) the Company’s
      $2,500,000 principal amount, senior secured 10% convertible promissory note,
      (b)
      the Company’s $600,000 principal amount, senior secured 10% convertible
      promissory note and, (c) one warrant to purchase an aggregate of 7,300,000
      shares of the Company’s common stock, and (d) one warrant to purchase an
      aggregate of 1,000,000 shares of the Company’s common stock.




On
      March
      7, 2008, the Company closed the second tranche under the Note Purchase
      Agreement. The Company issued an additional convertible promissory note to
      the
      Purchaser in the principal amount of $1,450,000. And o n
      June
      20, 2008, the Company closed the third tranche under the Note Purchase
      Agreement. The Company issued an additional convertible promissory note to
      the
      Purchaser in the principal amount of $1,450,000.




-
          23 -




The
      Notes
      accrue interest at 10% per annum from the date of issuance, and are payable,
      at
      the Company’s option, in cash or shares of its common stock, quarterly in
      arrears commencing on **** December
      31, 2007, March 31, 2008 and June 30, 2008, respectively. The maturity date
      of
      the Notes is November 2010. The Note contains various events of default such
      as
      failing to make a payment of principal or interest when due, which if not cured,
      would require the Company to repay the holder immediately the outstanding
      principal sum of and any accrued interest on the Notes. Each Note requires
      the
      Company to prepay under the Note if certain “Triggering Events” or “Major
      Transactions” occur while the Note is outstanding.





On
      June
      20, 2008, the Company made several amendments to the convertible notes
      outstanding with aggregate principal amount $6,000,000 issued under the
      agreement dated November 29, 2007, including a reduction in the conversion
      price
      per share from $0.75 to $0.60. In addition, the exercise price of the warrants
      outstanding to purchase in aggregate 8,300,000 shares of common stock issued
      under the same agreement was reduced from $0.90 to $0.72. At the same time
      the
      Company and the holder entered into an agreement whereby the holder tendered
      all
      the warrants to purchase an aggregate 8,300,000 shares of common stock and
      the
      Company issued 498,000 shares of Series B Convertible Preferred Stock to the
      holder. All the warrants tendered were cancelled.





In
      order
      to facilitate the issuance of the Series B Convertible Preferred Stock, the
      Company first filed with the Delaware Secretary of State a Certificate Reducing
      the Number of Authorized Shares of Series A Convertible Preferred Stock from
      10,000,000 shares to 8,333,333 shares and then the Company filed with the
      Delaware Secretary of State a Certificate of Designation of the Relative Rights
      and Preferences of the Series B Convertible Preferred Stock. Under the
      Certificate of Designation, 1,666,667 shares of the Company’s authorized
      preferred stock have been designated as Series B Convertible Preferred
      Stock.





On
      August
      15, 2008 the expiration date of the series C warrants to purchase 2,777,778
      shares of common stock at $0.90 per share issued in August 2007 was extended
      from August 16, 2008 to October 16, 2008.





On
      September 12, 2008 the exercise price of the series A warrants to purchase
      8,333,333 shares of common stock was reduced from $0.90 per share to $0.72
      per
      share. At the same time all these warrants were exchanged for 500,000 shares
      of
      series B convertible preferred stock.





On
      September 12, 2008, the exercise price of the series B warrants was reduced
      from
      $1.35 per share to $0.75 per share. At the same time the number of shares that
      can be purchased with these warrants was increased from 2,777,778 to
      6,250,000.




On
      September 12, 2008, the exercise price under the series C warrants was increased
      from $0.90 to $4.00; the class of stock receivable upon exercise of the series
      C
      warrants was changed from common to series B convertible preferred stock; the
      number of series C warrants outstanding was deceased from 2,777,778 to 625,000.
      In addition, and the holders exercised 312,500 series C warrants, receiving
      312,500 shares of series B convertible preferred stock in exchange for
      $1,250,000.




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          24 -




Cash
      flows used in operations totaled $2,969,065 for the nine months ended September
      30, 2008, compared to $7,783,859 for the nine months ended September 30, 2007.
      The decrease in cash flow used in operations is predominantly due to a decrease
      in net loss and to the effect of an increase in accounts payable and accrued
      expenses offset by decrease in amortization of discount on notes
      payable.





Cash
      flows used by investing activities was $216,713 for the nine months ended
      September 30, 2008 compared to cash flows provided by investing activities
      of
      $1,486,506 for the nine months ended September 30, 2007. The decrease in cash
      flows from investing activities is due the acquisition of Nectar.





Cash
      flows provided financing activities decreased to $3,293,566 for the nine months
      ended September 30, 2008 compared cash flows provided by financing activities
      of
      $6,299,357 for the nine months ended September 30, 2007. The decrease was
      predominantly due to a decrease in proceeds from the issuance of preferred
      stock
      offset by an increase in proceeds from the exercise of warrants to purchase
      common stock.




The
      Company has one letter of credit outstanding with the same lender for a total
      of
      $14,394; both letters of credit expire during 2008.





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





Not
      applicable.





**Item
      4 and Item 4T. Controls and Procedures**




Evaluation
      of Disclosure Controls and Procedures


We
      carried out an evaluation of the effectiveness of the design and operation
      of
      our disclosure controls and procedures (as defined in Exchange Act Rules
      13a-15(e) and 15d-15(e)) as of September 30, 2008. This evaluation was carried
      out under the supervision and with the participation of our Chief Executive
      Officer, Mr. Anthony M. Servidio and Chief Financial Officer, Mr. Anthony
      Fernandez. Based upon that evaluation, our Chief Executive Officer and Chief
      Financial Officer concluded that, as of September 30, 2008, our disclosure
      controls and procedures are effective.





Disclosure
      controls and procedures are controls and other procedures that are designed
      to
      ensure that information required to be disclosed in our reports filed or
      submitted under the Exchange Act are recorded, processed, summarized and
      reported, within the time periods specified in the SEC's rules and forms.
      Disclosure controls and procedures include, without limitation, controls and
      procedures designed to ensure that information required to be disclosed in
      our
      reports filed under the Exchange Act is accumulated and communicated to
      management, including our Chief Executive Officer and Chief Financial Officer,
      to allow timely decisions regarding required disclosure.




-
          25 -




Changes
      in Internal Control over Financial Reporting





There
      have been no changes in our internal controls over financial reporting during
      the quarter ended September 30, 2008 that have materially affected or are
      reasonably likely to materially affect such controls.





Limitations
      on the Effectiveness of Internal Controls




Our
      management does not expect that our disclosure controls and procedures or our
      internal control over financial reporting will necessarily prevent all fraud
      and
      material error. Our disclosure controls and procedures are designed to provide
      reasonable assurance of achieving our objectives and our Chief Executive Officer
      and Chief Financial Officer concluded that our disclosure controls and
      procedures are effective at that reasonable assurance level. Further, the design
      of a control system must reflect the fact that there are resource constraints,
      and the benefits of controls must be considered relative to their costs. Because
      of the inherent limitations in all control systems, no evaluation of controls
      can provide absolute assurance that all control issues and instances of fraud,
      if any, within the Company have been detected. These inherent limitations
      include the realities that judgments in decision-making can be faulty, and
      that
      breakdowns can occur because of simple error or mistake. Additionally, controls
      can be circumvented by the individual acts of some persons, by collusion of
      two
      or more people, or by management override of the internal control. The design
      of
      any system of controls also is based in part upon certain assumptions about
      the
      likelihood of future events, and there can be no assurance that any design
      will
      succeed in achieving its stated goals under all potential future conditions.
      Over time, control may become inadequate because of changes in conditions,
      or
      the degree of compliance with the policies or procedures may
      deteriorate.




-
          26 -




**PART
      II-OTHER INFORMATION**




**Item
      1. Legal Proceedings**





None.





**Item
      1A. Risk Factors**





Not
      applicable.





**Item
      2.**  **Unregistered
      Sales of Equity Securities and Use of Proceeds**





None.




**Item
      3. Defaults Upon Senior Securities**




None.




**Item
      4.**  **Submission
      of Matters to Vote of Security Holders.**




None.




**Item
      5. Other Information**




None.




-
          27 -





**Item
                6.**
            
            **Exhibits**31.1
            
            Certification
                by Chief Executive Officer pursuant to Rule 13a-1431.2
            
            Certification
                by Chief Financial Officer pursuant to Rule 13a-1432.1
            
            Certification
                by Chief Executive Officer pursuant to Section 906 of the
                Sarbanes-Oxley Act of 2002.32.2
            
            Certification
                by Chief Executive Officer pursuant to Section 906 of the
                Sarbanes-Oxley Act of 2002.




-
          28 -




**SIGNATURES**





In
      accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused
      this report to be signed on its behalf by the undersigned, thereunto duly
      authorized.





Juma
                Technology Corp.
              (Registrant)Date:
                November 13, 2008
            
            /s/
                Anthony M. ServidioAnthony
                M. Servidio
              Chief
                Executive Officer and Chairman
              (Principal
                Executive Officer)Date:
                November 13, 2008
            
            /s/
                Anthony FernandezAnthony
                Fernandez
              Chief
                Financial Officer
              (Principal
                Financial and Accounting Officer)




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          29 -